UNITED STATES
	SECURITIES AND EXCHANGE COMMISSION
	Washington, D.C. 20549

	FORM 10-K

[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES 
EXCHANGE ACT OF 1934 (FEE REQUIRED)

	For the fiscal year ended September 30, 1996.

	OR

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE 
SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED)

	For the transition period from ________ to ________

	Commission file number 33-36775.

	SUMMIT SECURITIES, INC.
	(Exact name of registrant as specified in its charter)

	IDAHO	82-0438135
	(State or other jurisdiction of	(I.R.S. Employer
	incorporation or organization)	Identification No.)

	WEST 929 SPRAGUE AVENUE, SPOKANE, WASHINGTON   99204
	(Address of principal executive offices)       (Zip Code)

Registrant's telephone number, including area code: (509)838-3111

Securities registered pursuant to Section 12(b) of the Act: None

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark whether the registrant (1) has filed all 
reports required to be filed by Section 13 or 15(d) of the Securities 
Exchange Act of 1934 during the preceding 12 months (or for such 
shorter period that the registrant was required to file such reports), 
and (2) has been subject to such filing requirements for the past 90 
days.  Yes X   No   

Indicate by check mark if disclosure of delinquent filers pursuant to 
Item 405 of Regulation S-K is not contained herein, and will not be 
contained, to the best of registrant's knowledge, in definitive proxy 
or information statements incorporated by reference in Part III of 
this Form 10-K or any amendment to this Form 10-K. [x]

State the aggregate market value of the voting stock held by non-
affiliates of the registrant: Not Applicable

Indicate the number of shares outstanding of each of the issuer's 
classes of common stock, as of September 30, 1996
	Single Class: 10,000 shares

Documents incorporated by reference:  None.



	PART I
Item 1. Business

Definitions:

For ease of reading, the following is a compilation of several of the 
defined terms which appear regularly within this document.  Also, See 
"Business".

Arizona Life:	Arizona Life Insurance Company

Certificates:	Where this term is capitalized it refers to the 
Investment Certificates being offered herein.  Where not capitalized, 
it refers to certificates generally.

Consolidated Group:  This term refers to the combined businesses 
consisting of Summit and all subsidiaries.

MIS:	Metropolitan Investment Securities, Inc.

Metropolitan:	Metropolitan Mortgage & Securities Co., Inc., Summit's 
former parent company.  Also See "BUSINESS" & "CERTAIN TRANSACTIONS".

Metwest:	Metwest Mortgage Services Inc., a subsidiary of 
Metropolitan.  Also See "BUSINESS" & "CERTAIN TRANSACTIONS".

Old Standard:	Old Standard Life Insurance Company.

Preferred Stock:	Where this term is capitalized it refers to the 
Series S-2 Preferred Stock being offered herein. Where it is not 
capitalized, it refers to preferred stock generally. 

Receivables:	Investments in cash flows, consisting of obligations 
collateralized by real estate, structured settlements, annuities, 
lottery prizes and other investments.

Summit:	Summit Securities, Inc.

Western United: Western United Life Assurance Company, a subsidiary of 
Metropolitan.



<PAGE>

	ORGANIZATIONAL CHART FOR SUMMIT SECURITIES, INC.
(including subsidiaries, effective December 31, 1996)


				National Summit Corp.
					|
					|
					|
					Summit Securities,
					Inc.
					|
					|
-----------------------------------------------
|					|				|
Metropolitan			Summit			Summit Group Holding
Investment				Property			Company
Securities	,			Development,		|
Inc.					Inc.				|
									Old Standard Life 
									Insurance Company
									|
									|
									Arizona Life 		
									Insurance Company

National Summit Corp.:	Parent Company, inactive except as owner of 
Summit Securities, Inc., Metropolitan Asset Funding, Inc.* and Summit 
Trading Co.*  Wholly-Owned by C. Paul Sandifur, Jr., President of 
Metropolitan.

Summit Securities, Inc.:	Invests in Receivables and other investments 
principally funded by proceeds from investments and securities 
offerings.

Metropolitan Investment Securities, Inc.:	Broker/dealer marketing 
securities offered by Summit and Metropolitan, mutual funds, and 
general securities.

Summit Property Development, Inc.:	Provides real estate development 
services to others, with the principal clients being Metropolitan and 
its subsidiaries.

Summit Group Holding Company: Inactive except as owner of Old Standard 
Life Insurance Company.

Old Standard Life Insurance Company:	Invests in Receivables and 
other investments principally funded by proceeds from Receivable 
investments and from annuity sales.

Arizona Life Insurance Company:	Old Standard purchased this 
insurance company effective December 28, 1995. Invests in Receivables 
and other investments principally funded by proceeds from Receivable 
investments, and from annuity sales.  See "BUSINESS-Recent 
Developments-Subsidiary Acquisitions".

* Other Subsidiaries:

In addition to the companies shown above, the parent company of 
Summit, National Summit Corp., has two additional wholly-owned 
subsidiaries:

Summit Trade Services, Inc.:  This company was established in 1995.  
It operates as a new business venture company.  Revenues to date have 
been negligible.  It is principally managed by Philip Sandifur, son of 
C. Paul Sandifur Jr.

Metropolitan Asset Funding Inc.: This company was established during 
1996, as a special purpose subsidiary for the sole purpose of 
facilitating the transfer of Receivables when they are sold through a 
securitization.

<PAGE>
BUSINESS

INTRODUCTION

	The Consolidated Group consists of Summit, and several 
subsidiaries including insurance companies (Old Standard and Arizona 
Life), a securities broker/dealer (MIS), and a property development 
services company (Summit Property Development).  Summit, Old Standard 
and Arizona Life are engaged in the business of investing in 
Receivables and other assets through funds provided by annuity sales, 
Receivable investment proceeds, certificate sales, preferred stock 
sales, sales of Receivables and the resale of repossessed real estate. 
 The Consolidated Group's goal is to achieve a positive spread between 
the return on its Receivable investments, and other investments and 
its cost of funds.  Summit may also engage in other businesses or 
activities without restriction in accordance with the provisions of 
its Articles of Incorporation.

	Summit was originally organized as a wholly-owned subsidiary of 
Metropolitan.  On September 9, 1994, Metropolitan and C. Paul 
Sandifur, Jr. completed a sale of the common stock of Summit to 
National Summit Corp.  National Summit Corp. is a holding company 
wholly-owned by C. Paul Sandifur Jr.  Mr. Sandifur holds effective 
control of Metropolitan.  Prior to the sale, Mr. Sandifur held 
effective control of Summit, through Metropolitan.  Following the 
sale, Mr. Sandifur continues to hold effective control of Summit 
through National Summit Corp.  See "CERTAIN TRANSACTIONS".

	On January 31, 1995, Summit acquired a securities broker/dealer, 
MIS, from Metropolitan.  Also, on January 31, 1995, Summit Property 
Development, Inc. commenced operations, providing real estate 
development services to Metropolitan and its subsidiaries.  See 
"CERTAIN TRANSACTIONS".

	On May 31, 1995, Summit, through a wholly-owned holding company, 
purchased Old Standard from Metropolitan.  See "CERTAIN TRANSACTIONS".

	On June 1, 1995, Old Standard entered into a Stock Purchase 
Agreement with ILA Financial Services, Inc. to acquire Arizona Life, 
an insurance company domiciled in Arizona.  The acquisition was 
completed on December 28, 1995.  Arizona Life had been inactive since 
approximately August 1994, except to the extent necessary to retain 
its licenses.  Arizona Life holds licenses to engage in insurance 
sales in seven states.  Obtaining access to these additional markets 
was the principal purpose for the purchase.  During 1996, Arizona Life 
commenced annuity sales and investing in Receivables, similar to the 
activities of Old Standard.  See "BUSINESS-Annuity Operations" & 
"CERTAIN TRANSACTIONS".

	As of September 30, 1996, Summit's personnel consisted of its 
officers and directors, an accountant and an attorney.  See 
"MANAGEMENT".  Most of those individuals are also employed by 
Metropolitan.  It is anticipated that the Metropolitan employees will 
continue to devote substantially all of their time to their duties 
related to their respective positions with Metropolitan and its other 
affiliates subject to the necessary commitment of time to ensure that 
Summit fulfills its obligations to Preferred Shareholders and its 
duties under the Indenture pursuant to which it issues Certificates 
and such other duties and responsibilities as Summit may undertake in 
the conduct of its business or as may be required by law.  No 
additional Summit employees are expected to be necessary or hired 
during the foreseeable future.

	As of December 31, 1996, Old Standard had six employees who 
perform the annuity processing and servicing activities.  On that same 
date, Summit Property Development's staff consisted of nineteen 
employees, while MIS had eleven staff employees, and thirty registered 
representatives.

RECEIVABLE INVESTMENTS

	Metropolitan provides management and Receivable acquisition 
services for a fee to Summit, Old Standard, and Arizona Life. 
Metropolitan has been investing in Receivables for its own account for 
over forty years. The evaluation, underwriting, and closing is 
performed at Metropolitan's headquarters in Spokane, Washington.  The 
Receivable acquisition fees are based upon yield requirements 
established by each company.  Each company pays, as its Receivable 
acquisition service fee, the difference between the yield requirement 
and the yield which Metropolitan actually negotiates when the 
Receivable is acquired.  In 1996, the Consolidated Group incurred fees 
for Receivable acquisitions from Metropolitan of approximately 
$1,753,000.

	Metwest, a subsidiary of Metropolitan, provides Receivable 
collection and servicing for a fee to Summit, Old Standard Life and 
Arizona Life.  During 1996, the Consolidated Group paid Receivable 
collection and servicing fees of approximately $290,000.

	Management believes that the terms and conditions of the 
agreements with Metropolitan and Metwest are at least as favorable to 
members of the Consolidated Group as those that could have been 
obtained by a non-affiliated third party.  The agreements are non-
exclusive and may be terminated in whole or part by prior written 
notice to the other party.

	The Consolidated Group's Receivable acquisitions include two 
principal types of Receivables: 1)Receivables collateralized by real 
estate and 2)lotteries, structured settlements and annuities.  The 
majority of the real estate Receivables are collateralized by first 
position liens on single family residences, including land with mobile 
homes, and condominiums.  To a lesser extent, the Consolidated Group 
acquires Receivables collateralized by commercial real estate and 
undeveloped land.  In addition, it acquires Receivables collateralized 
by second and lower lien positions.

	The market for the acquisition of existing real estate 
Receivables is commonly referred to as the secondary mortgage market. 
 The private secondary mortgage market consists of individual 
Receivables or small pools of Receivables which are held and sold by 
individual investors.  These Receivables are typically the result of 
seller financed sales of real estate.  The institutional secondary 
mortgage market consists of the sale and resale of Receivables which 
were originated or acquired by a financial institution and which are 
sold in groups, commonly called pools.  The Consolidated Group 
acquires Receivables through both the private and the institutional 
secondary mortgage markets.

The Consolidated Group's real estate Receivable and other 
Receivable investment acquisition activities, grew from approximately 
$20.2 million in 1994, to $44.4 million in 1995, to $47.5 million in 
1996.  During 1996, the average monthly acquisition volume was in 
excess of $3.9 million.

Metropolitan's Receivable Acquisitions: Sources, Strategies and 
Underwriting

	The following information describes Metropolitan's Receivable 
acquisition and underwriting procedures as of the date of this 
prospectus.  These practices may be amended, supplemented and changed 
at any time at the discretion of Metropolitan and the Consolidated 
Group.

	Generally, the real estate Receivables acquired by Metropolitan 
consist of non conventional, "B/C" credit loans.  These types of 
Receivables possess characteristics which differ from the conventional 
lending market in that either the borrower or the property would not 
qualify for "A" credit grade lending.  The "B/C" credit market 
requires that the lender focus not only on the borrowers' ability to 
pay, but also the quality of the collateral as the ultimate recourse 
in the event of the borrower's default.

	Private Secondary Mortgage Market Sources

	Currently, the majority of Metropolitan's Receivables are 
acquired through the private secondary mortgage market.  See 
"Business-Current Mix of Receivable Investment"  This market 
principally consists of loans which were originated through the seller 
of a property financing the purchaser's acquisition.  Metropolitan's 
principal source for private market Receivables are independent 
brokers located throughout the United States.  These independent 
brokers typically deal directly with private individuals or 
organizations who own and wish to sell a Receivable.

	Private Market Acquisition Strategies

	Metropolitan's private secondary market acquisition strategy is 
designed to provide flexible structuring and pricing alternatives to 
the Receivable seller, and quick closing times.  Metropolitan believes 
these are key factors to Metropolitan's ability to attract and 
purchase quality Receivables.  In order to enhance its position in 
this market Metropolitan is implementing the following acquisition 
strategies: 1)centralizing of acquisition activities, 2) expanding the 
use of Metropolitan's Receivable submission software, BrokerNet, 3) 
designing and implementing flexible Receivable acquisition pricing 
options, 4) designing and implementing fast closing programs, and 5) 
designing and implementing broker incentive programs.

1)  Centralization of acquisition activities:

	Currently, the Receivable brokers contact one of Metropolitan's 
branch offices to submit the Receivable for evaluation.  During the 
first two quarters of fiscal 1997, Metropolitan plans to close all of 
its branch offices and in turn plans to expand the Receivable 
acquisition staff at its home office, in Spokane Washington, which 
will be called the Contract Negotiation Center.  This change is 
intended to increase the closing speed, and decrease acquisition costs 
through, among other things, the use of technological advances 
including the newly developed BrokerNet software.

	2) BrokerNet software:

	BrokerNet was developed by Metropolitan to enhance its position 
in the private secondary mortgage market, principally through 
streamlining submissions, underwriting and the closing process.  It is 
a menu driven software program which assists brokers in preparing 
accurate and complete Receivable submissions.  It is designed to meet 
Metropolitan's submission requirements.  In addition, the program 
assists in analyzing the characteristics of the Receivable, and 
provides online purchase price quotes based upon the Receivable's 
characteristics and Metropolitan's yield requirements.

This software was first available for online use by brokers in 
March 1996.  Current plans for enhancing the software include: 
preparing the legal documents used to purchase a Receivable, providing 
internet compatibility, providing submission status tracking (expected 
to be available mid 1997), assist in monitoring the closing of a 
Receivable purchase and ultimately, transfer the Receivable data 
directly into the Receivable servicing and collection system.

	Currently, approximately 35% of the privately purchased 
Receivables are submitted to Metropolitan through BrokerNet.  It is 
currently used by approximately 15% of the Metropolitan's brokers.  
Management believes that this system is more cost effective than paper 
submissions.  Metropolitan plans to encourage broker use of BrokerNet 
through various financial incentive programs.  The current goal is to 
have 50% of the brokers submitting through BrokerNet by the end of 
fiscal 1997.

	3)	 Development of flexible sales options:

	Occasionally, a Receivable seller desires a flexible pricing 
structure, does not wish to sell the entire Receivable, or the 
purchase of the entire Receivable exceeds Metropolitan's investment to 
collateral value underwriting standards.  In these circumstances, 
Metropolitan has developed several options.  Currently, the principal 
options include 1)"partial" acquisitions, 2) multiple stage payouts, 
and 3) the short life yield programs.

	Partial purchases are purchases of the right to receive a portion 
of the Receivable's balance where the seller's right to the unsold 
portion of the Receivable is subordinated to the interest of 
Metropolitan or the company for which Metropolitan negotiated the 
purchase.  Partials include the purchase of the next series of 
payments (an immediate partial), the purchase of future payments or a 
balloon payment (a reverse partial) or the purchase of a portion of 
each payment (a split partial).  Partials generally result in a 
reduced level of investment and commensurate reduction in the risk to 
the purchaser than if the entire Receivable cash flow is purchased.

	The multiple stage payout and short yield life programs are 
pricing programs designed to satisfy variations in seller needs.  The 
multiple stage payout involves the payment of the Receivable purchase 
price through installment payments over time.  The short life yield 
program is available for "A" credit quality Receivables collateralized 
by owner occupied single family residences.  This program prices the 
acquisition assuming that the loan will balloon with a full payoff in 
ten years.

	4) Development of faster closing programs:

	Metropolitan has developed several submission programs which are 
designed to reduce closing times.  The principal program consists of 
the Fast Track submission program which requires that the broker 
obtain and submit a Receivable with a current appraisal, title policy, 
and all other documents and verifications required to analyze, 
evaluate and close the transaction.  Metropolitan attempts to close 
all accepted Fast Track submissions within seven days.

	5) Broker Incentive Programs:

	In order to maintain strong professional ties with its 
independent brokers, Metropolitan held its first annual Broker's 
Convention during the summer of 1994.  The second such convention is 
currently planned for mid 1997.  In addition, various bonus commission 
and incentive programs as well as streamlined Receivable submission 
procedures have been developed and continue to be developed in order 
to reduce closing times.

	Currently, the principal incentive programs are the wholesale 
pricing program and the Premier Broker Program.  The wholesale pricing 
program requires that brokers pay the cost of the Receivable's title 
policy and appraisal.  In return, Metropolitan reduces its yield 
requirement (currently by .25%).  Through the Premier Broker program, 
Metropolitan pays volume brokers a bonus for every $250,000 in closed 
Receivable acquisitions.  For Brokers whose volume exceeds one million 
annually, Metropolitan reduces its yield requirement (currently by 
 .25%) for all future acquisitions from the qualifying premier broker. 
 Both of these programs are designed to provide an incentive to the 
volume broker to submit their Receivables to Metropolitan.  Volume 
brokers are often efficient in the Receivable packaging and 
submission, which can result in a lower acquisition processing cost.

	Private Secondary Mortgage Market Underwriting

	Because Receivables in the private market are generally seller 
financed transactions, these Receivables are typically subject to 
terms and conditions which were negotiated to satisfy the unique needs 
of the particular private buyer and seller.  Therefore, the 
underwriting of these loans requires careful evaluation of the loan 
documentation and terms. Metropolitan's acquisition of these 
Receivables should be distinguished from the conventional mortgage 
lending business which involves standardized documentation and terms, 
substantial first-hand contact by lenders with each borrower and the 
ability to obtain an interior inspection appraisal prior to granting a 
loan.  Management believes that the underwriting functions that are 
employed in its private secondary mortgage market acquisitions are as 
thorough as reasonably possible considering the characteristics of the 
Receivables, and considering the volume of Receivables submitted for 
review.

	When Metropolitan is offered a Receivable through the private 
secondary mortgage market, the Receivable information is transmitted 
to one of Metropolitan's contract buyers either through an online 
BrokerNet submission or a traditional paper submission.  Paper 
submissions are input by the contract buyers into the BrokerNet 
system.  The contract buyer makes an initial evaluation of the 
Receivable's characteristics to verify that it satisfies the 
requirements for the particular type of submission.

	If the Receivable appears acceptable, it is entered into 
Metropolitan's submissions tracking system, and forwarded to the 
demography department.  The demography department uses a national 
computerized database to identify local trends in property values, 
personal income, population and other economic indicators.

	The Receivable is then forwarded to the Underwriting Committee.  
Metropolitan's underwriting team currently consists of six individuals 
with a combined experience of ninety years evaluating seller financed 
Receivables.  Receivables of $100,000 or less are evaluated by 
individual underwriters.  Loans exceeding that amount are reviewed by 
a committee of at least three underwriters.  Additionally, 
underwriters may obtain a team review of any Receivable.

	The underwriters evaluate the proposed investment to collateral 
value, the payor's credit and payment history, the interest rate, the 
demographics of the region where the collateral is located, and the 
potential for environmental risks.  Currently, the ratio of the 
investment in a Receivable compared to the value of the property which 
collateralizes the Receivable generally does not exceed 70%-80% 
(depending upon acquiring company, collateral type and collateral 
quality) on Receivables collateralized by single family residences; 
30-70% on Receivables collateralized by other types of improved 
property such as commercial property; and 55% on unimproved land.  
Management believes these collateral ratio requirements generally 
provide higher than conventional levels of collateral to protect the 
purchasing company's investment in the event of a default on a 
Receivable.

	Receivable investments which the Underwriting Committee 
identifies for legal review are referred to Metropolitan's in-house 
legal department which currently includes a staff of five attorneys.  
Receivables which exceed specified amounts are submitted to an 
additional special risk evaluation review.  The investment amount 
which gives rise to special risk evaluation is dependent upon the type 
and quality of collateral, ranging from $250,000 for conventionally 
financable residential property to $100,000 for residential property 
which is not owner occupied, and $150,000 for Receivables 
collateralized by commercial property.

	Based upon Metropolitan's underwriting guidelines, the 
underwriters may approve the acquisition or change the terms of the 
acquisition, such as limiting the acquisition to a partial purchase in 
order to decrease the acquiring company's investment risk.  If the 
terms are changed, the contract buyer is notified, who in turn 
contacts the broker to renegotiate the purchase terms.  The 
underwriters may also approve the loan subject to certain closing 
criteria.  If the broker and/or seller accepts the proposed 
transaction, a written agreement to purchase is executed, which is 
subject to Metropolitan's full underwriting requirements.

	Once the Receivable has been approved in principle, a current 
market valuation of the collateral is obtained in order to verify the 
investment to collateral value.  These valuations can consist of 1)a 
valuation from a statistical valuation service, 2) an appraisal by a 
licensed independent appraiser or 3) an appraisal by one of 
Metropolitan's licensed staff appraisers.  

	Statistical valuations are available in the majority of counties 
in the United States.  They are based upon property characteristics 
and sales trends which can be analyzed through computer modeling.  The 
cost of statistical valuations average approximately $35 and are 
available virtually instantly, compared to a cost of approximately 
$250 for standard appraisals and a wait of generally seven to ten 
working days before the appraisal is completed.  Metropolitan began 
using statistical valuations in 1996.  Metropolitan limits its use of 
statistical valuations to properties with low investment to value 
ratios and single family residential properties.  Currently, 
Metropolitan is monitoring the quality of the statistical services 
through obtaining post closing traditional appraisals on a minimum of 
10% of the acquisitions.

	When traditional appraisals are obtained, they are generally 
based on a drive-by inspection of the collateral and comparative sales 
analysis.  The appraiser generally does not have access to the 
property for an interior inspection.  Each statistical valuation and 
independent appraisal is also subject to review by  a staff appraiser.

	The approved Receivable is provided to Metropolitan's closing 
department where the property title is evaluated, the legal documents 
are reviewed and the appraisal is reviewed.  If the closer discovers 
any material discrepancies during the closing review, or if the 
Receivable does not satisfy any specified closing contingencies, the 
Receivable is re-submitted to the underwriting committee for re-
evaluation.  Upon completion of the underwriting process and the 
closer's review, appropriate closing and transfer documents are 
executed by the seller and/or broker, transfer documents are recorded, 
and the transaction is funded.

Institutional Secondary Mortgage Market Sources

	During fiscal 1996, the Consolidated Group invested an immaterial 
amount in institutional acquisitions (approximately $70,000).  
However, as profitable opportunities arise, the Consolidated Group may 
make such acquisitions in increasing amounts in the future.  These 
portfolios of real estate Receivables are acquired from banks, savings 
and loan organizations, the Resolution Trust Corporation and the 
Federal Deposit Insurance Corporation and other financial 
institutions.  

	An institutional seller typically offers a loan pool for sale in 
order to provide liquidity, to meet regulatory requirements, to 
liquidate assets, or other business reasons.  Over the years, 
Metropolitan has built relationships with several brokers and lenders 
who provide a regular flow of potential acquisitions to the 
institutional secondary department.  In addition, other brokers learn 
about Metropolitan through word of mouth and contact Metropolitan 
directly.  Finally, some leads on loan pools are generated by cold 
calling lending institutions or brokers.

	These acquisitions are typically negotiated through direct 
contact with the portfolio departments at the various selling 
institutions, or acquired through bidding at an auction.  The closing 
costs per loan for institutional acquisitions is generally lower than 
private secondary mortgage market acquisitions.  However, the 
investment yield is also generally lower than yields available in the 
private market.  During fiscal 1996, approximately 25% of the 
institutional purchases were acquired from FSB Mortgage Company (a 
subsidiary of Federal Savings Bank of Rogers, Arkansas.)

	Institutional Secondary Mortgage Market Underwriting

	Receivables acquired through the institutional mortgage market 
differ from those acquired in the private market in that these 
Receivables were generally originated by a financial institution, 
applying standard underwriting practices and standardized 
documentation.  Generally, the seller provides an initial summary of 
the pool which typically includes the pool balance, the number of 
loans, the weighted average interest rate, the weighted average 
maturity, weighted average loan-to-value ratio, delinquency status, 
collateral addresses, collateral types, and lien positions.  
Receivable pools are initially reviewed by the institutional secondary 
market staff who determine whether the pool yield and characteristics 
are within the current acquisition guidelines and yield requirements.

	The pool characteristics and yield are then reviewed by the 
Underwriting Committee.  If approved by the Underwriting Committee, a 
letter of intent is executed and the institutional secondary marketing 
staff perform a due diligence review of the loan pool which generally 
includes: 1) review of the documentation in each individual loan file, 
2) determination of the payment history and delinquency pattern of the 
loans, 3) determination of the individual and pool loan-to-value 
ratios, and maturity characteristics and 4) determination of the 
economics and demography for the geographic area where the collateral 
is located. If the appraisal is over one year old, a new statistical 
valuation or traditional appraisal of the collateral is generally 
obtained.  Any exceptions in the documentation or Receivable 
characteristics are noted during the due diligence review.  A summary 
of exceptions, as determined from the due diligence, is provided to 
the seller to resolve prior to closing.  If the exception(s) cannot be 
resolved, the corresponding loan(s) may be removed from the pool, the 
terms of the acquisition renegotiated, or the transaction canceled.  
Following completion of its due diligence, and acceptable resolution 
of any exceptions, a purchase and sale agreement is executed and the 
acquisition is funded and closed.  Generally, these acquisitions are 
acquired with servicing released.

	Loan Originations Sources

	During the last quarter of fiscal 1996, Metropolitan's 
subsidiary, Metwest, began originating residential loans and small 
commercial loans.  The commercial lending focuses on loans of 
$1,500,000 or smaller.  Metwest is currently licensed as a lender in 
twenty six states.  Metwest plans to expand its activities throughout 
the United States during fiscal 1997.  Metwest originates loans 
through licensed mortgage brokers who submit loan applications on 
behalf of the borrower.  Before Metwest will enter into a broker 
agreement, the mortgage broker must demonstrate that it is properly 
licensed, experienced and knowledgeable in lending.  The volume of 
Metwest's lending activities were immaterial in fiscal 1996.  Actual 
growth of this new venture cannot be predicted with certainty; 
however, Metwest is currently originating $2-3 million in residential 
loans per month.  It is currently projected that Metwest could  
originate as much as approximately $8-10 million in residential loans 
per month by fiscal year end which, could amount to as much as 
approximately 30% of the Consolidated Group's Receivable investing 
activities by the end of in fiscal 1997.  Metwest's commercial lending 
activities are currently in the initial phases, and management is 
unable to predict with any level of certainty the volume of commercial 
loans which may be originated during fiscal 1997.

	During fiscal 1996, the Consolidated Group did not invest in any 
loans originated by Metwest.  However, as profitable opportunities 
arise, the Consolidated Group may make such acquisitions in the 
future.

	Loan Originations Underwriting

	Loans originated by Metwest are underwritten applying criteria 
which include the following: evaluation of the borrower's credit, 
obtaining a current appraisal of the collateral, and obtaining title 
insurance.  The borrower's credit determines the down payment and 
interest rate which Metwest will require.  A lower credit rating would 
result in a higher required down payment and higher interest rate.  
Metwest will lend up to 90% of the collateral's value on "A" credit 
borrowers, which decreases to 70% for "D" credit borrowers.  Unlike 
the Receivables purchased in the private secondary mortgage market, 
the loans originated by Metwest have standard documentation and terms. 
 Currently, Metwest originates fixed rate loans.  Residential loans up 
to $207,000 are evaluated by an individual loan underwriter.  Loans in 
excess of $207,000 require the approval of two approved underwriters.

	Lotteries, Structured Settlements and Annuities Sources

	Metropolitan also negotiates the purchase of Receivables which 
are not collateralized by real estate, such as structured settlements, 
annuities and lottery prizes.  The lottery prizes generally arise out 
of state operated lottery games which are typically paid in annual 
installments to the prize winner.  The structured settlements 
generally arise out of the settlement of legal disputes where the 
prevailing party is awarded a sum of money, payable over a period of 
time, generally through the creation of an annuity.  Other annuities 
generally consist of investments which cannot be cashed in directly 
with the issuing insurance company.  Metropolitan's source for these 
investments is generally private brokers who specialize in these types 
of Receivables.

	Lottery, Structured Settlement and Annuity Underwriting

	In the case of structured settlement annuity purchases, the 
underwriting guidelines of Metropolitan generally include a review of 
the settlement agreement.  In the case of all annuity purchases, 
Metropolitan's underwriting guidelines generally include a review of 
the annuity policy, related documents, the credit rating of the 
annuity seller, the credit rating of the annuity payor (generally an 
insurance company), and a review of other factors relevant to the risk 
of purchasing a particular annuity as deemed appropriate by management 
in each circumstance.  Typically, Metropolitan limits its acquisition 
of structured settlements and annuities to the purchase of a maximum 
of the next seven year's payments.

	In the case of lottery prizes, the underwriting guidelines 
generally include a review of the documents providing proof of the 
prize, and a review of the credit rating of the insurance company, or 
other entity, making the lottery prize payments.  Where the lottery 
prize is from a state run lottery, the underwriting guidelines 
generally include a confirmation with the respective lottery 
commission of the prize winner's right to sell the prize, and 
acknowledgment from the lottery commission of their receipt of notice 
of the sale.  In many states, in order to sell a state lottery prize, 
the winner must obtain a court order permitting the sale.  In those 
states, Metropolitan requires a certified copy of the court order.

Yield and Discount Considerations

	Summit, Old Standard and Arizona Life each establish their own 
yield requirements for Receivable acquisitions.  Yield requirements 
are established in light of capital costs, market conditions, the 
characteristics of particular classes or types of Receivables and the 
risk of default by the Receivable payor.  See Also "BUSINESS-
RECEIVABLE INVESTMENTS-Underwriting".  Each company's yield 
requirements are provided to Metropolitan, which negotiates Receivable 
purchases at prices calculated to provide the desired yield.  If the 
Receivable is purchased at a price below its face amount, the 
difference is the "discount".

	For Receivables of all types, the discounts originating at the 
time of purchase, net of capitalized acquisition costs, are amortized 
using the level yield (interest) method over the remaining contractual 
term of the contract.  For Receivables which were acquired after 
September 30, 1992, these net purchase discounts are amortized on an 
individual contract basis using the level yield method over the 
contractual remaining life of the contract.  For those Receivables 
acquired before October 1, 1992, these net purchase discounts were 
pooled by the fiscal year of purchase and by similar contract types, 
and amortized on a pool basis using the level yield method over the 
expected remaining life of the pool.  For these Receivables, the 
amortization period, which is approximately 78 months, is based on an 
estimated constant prepayment rate of 10-12 percent per year on 
scheduled balances, which is consistent with Summit's and Old 
Standard's prior experience with similar loans and their expectations.

	Management establishes the yield requirements for Receivable 
investments by assuming that all payments on the Receivables will be 
made and that a certain percentage of unpaid balances will be prepaid 
on an annual basis (13% for fiscal 1996).  During fiscal 1996, the 
Consolidated Group's average initial yield requirement was 9.5% to 
12.75%, for Receivables collateralized by real estate.  However, to 
the extent that Receivables are purchased at a discount and payments 
are received earlier than anticipated, the discount is earned more 
quickly resulting in an increase in the yield. Conversely, to the 
extent that payments are received later than anticipated, the discount 
is earned less quickly resulting in a lower yield.

	A greater effective yield can also be achieved through 
negotiating amendments to the Receivable agreements. These amendments 
may involve adjusting the interest rate and/or monthly payments, 
extension of financing in lieu of a required balloon payment or other 
adjustments in cases of delinquencies where the payor appears able to 
resolve the delinquency.  In addition, extensions of additional credit 
and/or refinancing of the Receivable may be negotiated.  As a result 
of these amendments, the cash flow may be maintained or accelerated, 
the latter of which increases the yield realized on a Receivable 
purchased at a discount.

Current Mix of Receivable Investment Holdings

	The Consolidated Group's investments in Receivables includes 
Receivables collateralized by first or second liens, primarily on 
single family residential property.  Management believes that these 
Receivables present lower credit risks than a portfolio of mortgages 
collateralized by commercial property or unimproved land, and that 
much of the risk in the portfolio is dissipated by the large numbers 
of relatively small individual Receivables and their geographic 
dispersion.

	The following table presents consolidated information about the 
Consolidated Group's investments in Receivables collateralized by real 
estate, as of September 30, 1996 and 1995:


<TABLE>
<CAPTION>
	1996	1995
<S>		<C>          	<C>          
Face value of discounted
Receivables		$73,226,348		$51,768,999

Face value of originated
and non-discounted
Receivables		 10,439,736		 10,560,249

Unrealized discounts,
net of unamortized
acquisition costs		 (4,733,938)		  (2,614,937)
	
Allowance for losses		   (974,487)		    (765,130)

Accrued interest
receivable		  2,051,094		  1,168,038
		-----------		-----------
Carrying value		$80,008,753		$60,117,219
		===========		===========
</TABLE>

	As of September 30, 1996, approximately 87% of the Consolidated 
Group's investments in Receivables are collateralized by first lien 
positions on real estate and 13% in second lien positions.  The 
Receivables are collateralized by residential, business and commercial 
properties with residential collateral representing approximately 69% 
of such investments as of September 30, 1996.

	The Consolidated Group's Receivable investments in real estate 
loans at September 30, 1996 were collateralized by properties located 
throughout the United States with not more than 3% (by dollar amount) 
in any single state except as follows:

	Arizona . . . . . .	 9%
	California  . . . .	15%
	Oregon  . . . . . .	 7%
	Texas . . . . . . .	10%
	Washington  . . . .	11%
	Florida . . . . . .	 6%
	New Mexico. . . . .	 4%	
<PAGE>


	SUMMIT SECURITIES, INC.
and subsidiaries
	RECEIVABLES COLLATERALIZED BY REAL ESTATE
	September 30, 1996
<TABLE>
<CAPTION>

Less than 1% of the contracts are subject to variable interest rates.  Interest rates range from 0% to 19% with 
rates principally (74% of face value) within the range of 8% to 12%.  The following table segregates the 
Consolidated Group's Receivable portfolio by type, size and lien position.

	Number		Carrying	Delinquent 	Number of  	
	of	Interest	Amount of	Principal	Delinquent
Description	Receivables	Rates	Receivables	Amount	Receivables
	----------	--------	--------	-----------	----------
RESIDENTIAL		Principally
<S>	<C>	<C>	<C>	<C>	<C>	<C>
First Mortgage >$75,000	145	8%-11%	$15,930,198	$828,311	7
First Mortgage >$40,000	320	8%-11%	17,166,794	803,473	14
First Mortgage <$40,000	874	8%-11%	16,824,319	1,079,313	45
Second or Lower>$75,000	8	7%-12%	855,475	--	--
Second or Lower>$40,000	44	8%-11%	2,256,793	159,931	3
Second or Lower<$40,000	246	8%-11%	4,940,151	162,486	10

COMMERCIAL
First Mortgage >$75,000	72	8%-11%	10,626,674	95,843	1
First Mortgage >$40,000	42	8%-10%	2,371,163	139,722	2
First Mortgage <$40,000	83	8%-18%	1,110,029	8,389	1
Second or Lower>$75,000	9	8%-11%	819,760	--	--
Second or Lower>$40,000	9	9%-11%	520,949	--	--
Second or Lower<$40,000	17	9%-11%	415,212	38,314	1

FARM, LAND AND OTHER
First Mortgage >$75,000	26	8%-12%	3,577,173	--	--
First Mortgage >$40,000	56	8%-11%	2,946,202	59,218	1
First Mortgage <$40,000	100	8%-11%	2,363,282	--	--
Second or Lower>$75,000	3	7%-12%	416,737	--	--
Second or Lower>$40,000	5	7%-12%	241,564	--	--
Second or Lower<$40,000	13	8%-10%	283,609	--	--

Unrealized discounts, net
of unamortized acquisition
costs, on Receivables
purchased at a discount			(4,733,938)

Accrued Interest Receivable			2,051,094

Allowance for Losses			(974,487)
					-----------	-----------
TOTAL			$80,008,753	$3,375,000
					===========	===========

<FN>
The principal amount of Receivables subject to delinquent principal or interest is defined as being in arrears 
for more than three months. 
</TABLE> 

<TABLE>
<CAPTION>

The contractual maturities of the aggregate amounts of Receivables (face amount) are as follows:

	Residential	Commercial	Farm, Land, Other	Total
	Principal	Principal	Principal	Principal
	--------	-------	--------	---------
<S>	<C>          	<C>         	<C>        	<C>          	<C>         
October 1996 - September 1999	$ 5,120,711	$ 2,156,175	$ 1,987,478	$ 9,264,364
October 1999 - September 2001	4,740,273	3,048,183	2,170,013	9,958,469
October 2001 - September 2003	5,297,759	1,497,998	939,294	7,735,051
October 2003 - September 2006	8,976,772	3,068,355	1,472,159	13,517,286
October 2006 - September 2011	12,348,635	4,287,359	1,829,649	18,465,643
October 2011 - September 2016	7,034,413	793,847	371,051	8,199,311
October 2016 - Thereafter	14,455,167	1,011,870	1,058,923	16,525,960
	-----------	-----------	----------	-----------
	$57,973,730	$15,863,787	$9,828,567	$83,666,084
	===========	===========	==========	===========	


	The Consolidated Group held 2072 Receivables collateralized by 
real estate, as of September 30, 1996.  The average stated interest 
rate (weighted by principal balances) on these Receivables on that 
date was approximately 8.5%.  See Note 2 to Consolidated Financial 
Statements.

Delinquency Experience & Collection Procedures

	The principal amount of Receivables collateralized by real 
estate, held by the Consolidated Group (as a percentage of the total 
outstanding principal amount of such Receivables) which was in arrears 
for more than ninety days at September 30, 1996 was 4.0% compared to 
4.2% and 3.8% at September 30, 1995 and 1994, respectively. Because 
Receivables purchased by the Consolidated Group are typically not of 
the same quality as mortgages that are originated for sale to agencies 
such as the Federal National Mortgage Association (Fannie Mae), higher 
delinquency rates are expected, which management believes are 
generally offset by the value of the underlying collateral.  In 
addition, the Consolidated Group maintains an allowance for losses on 
delinquent real estate Receivables, as described below.  As a result, 
management believes losses from resales of repossessed properties are 
generally lower than might otherwise be expected given the delinquency 
rates.  In addition, the Consolidated Group is compensated for the 
risk associated with delinquencies through Receivable yields that are 
greater than typically available through the conventional, "A", credit 
lending markets.

	Metwest provides Receivable collections and servicing to Summit, 
Old Standard Life and Arizona Life pursuant to the following 
practices: When a Receivable becomes delinquent, the payor is 
initially contacted by letter approximately seven days after the 
delinquency date.  If the delinquency is not cured, the payor is 
contacted by telephone (generally on the 17th day following the 
payment due date). If the default is still not cured (generally within 
three to six days after the initial call), additional collection 
activity, including further written correspondence and further 
telephone contact, is pursued.  If these collection procedures are 
unsuccessful, the account is referred to a committee who analyzes the 
basis for default, the economics of the Receivable and the potential 
for environmental risks.  When appropriate, a Phase I environmental 
study is obtained prior to foreclosure.  Based upon this analysis, the 
Receivable is considered for a workout arrangement, further collection 
activity, or foreclosure of any property providing collateral for the 
Receivable.  Collection activity may also involve the initiation of 
legal proceedings against the Receivable obligor.  Legal proceedings, 
when necessary, are generally initiated within approximately ninety 
days after the initial default.  If accounts are reinstated prior to 
completion of the legal action, then attorney fees, costs, expenses 
and late charges are generally collected from the payor, or added to 
the Receivable balance, as a condition of reinstatement.

Allowance for Losses on Receivables 

	The Consolidated Group establishes an allowance for losses on 
Receivables based on an evaluation of delinquent Receivables.  During 
1992, an appraisal policy was adopted which requires annual appraisals 
on properties collateralizing delinquent Receivables when the 
Receivable balance exceeds a threshold equal to .5% of total assets of 
the respective company.  Biannual appraisals are required on all other 
delinquent Receivables with balances in excess of $50,000.  The 
allowance for losses was 1.2%, 1.2% and 0.9% of the face value of 
Receivables collateralized by real estate at September 30, 1996, 1995 
and 1994, respectively.

Repossessed Properties

	Summit, Old Standard and Arizona Life own various repossessed 
properties held for sale. At September 30, 1996, 23 properties, 
acquired in satisfaction of debt, with a combined carrying amount of 
approximately $1,191,000 were held, of which the largest single 
property had a carrying value of approximately $175,000.

Receivable Sales

	The Consolidated Group sells pools of Receivables when it 
considers it profitable to do so.  Such sales generally occur through 
one of two methods: (1) securitization or (2) direct sales. Management 
believes that the sale of Receivables provides a number of benefits 
by allowing the Consolidated Group to diversify its funding base, 
provide liquidity and lower its cost of funds.  In addition to 
providing liquidity and profits, the sale of Receivables is a source 
of cash which can be reinvested into additional Receivables.  The sale 
of Receivables in turn allows the Consolidated Group to continue to 
expand its investing activities without increasing its asset size.

	During May 1996, Summit and Old Standard participated with 
Metropolitan and Western United as sellers in the securitization of 
approximately $122.9 million in Receivables collateralized by real 
estate, principally consisting of seller financed first lien 
residential Receivables.  The second such securitization of 
approximately $126.7 million of first lien residential and commercial 
real estate loan Receivables, of which approximately 54% were seller 
financial Receivables, occurred in November 1996.  Currently, it is 
proposed that the next securitization of Receivables collateralized 
by real estate will not occur until the second half of fiscal 1997. 
The Consolidated Group is also evaluating the market, economic and 
legal implications of selling its non real estate Receivables through 
securitizations.  There can be no assurance that such securitizations 
will be pursued, or if pursued, that they will be profitable.

Generally, a securitization involves the transfer of certain 
specified Receivables to a single purpose trust.  The trust issues 
certificates which represent an undivided ownership interest in the 
Receivables transferred to the trust. The certificates consist of 
different classes, which include classes of senior certificates, and 
a residual interest and may also include intermediate classes of 
subordinated certificates.  The rights of the senior certificate 
holders can be enhanced through several methods which include 
subordination of the rights of the subordinate certificate holders to 
receive distributions, or the establishment of a reserve fund.  In 
connection with securitizations, the senior certificates and 
subordinate certificates are sold to investors, generally 
institutional investors.  The companies which sold their Receivables 
to the trust receive a cash payment representing their respective 
interest in the sales price for the senior certificates and any 
subordinate certificates sold.  The selling companies receive an 
interest in any unsold subordinate certificates, and also typically 
receive an interest in the residual interest.  Such interests are 
generally apportioned based upon the respective companies' 
contribution of Receivables to the pool of Receivables sold to the 
trust.

In the typical securitization structure, the Receivable payments 
are distributed first to the senior certificates, next to the 
subordinated certificates, if any, and last to the residual 
interests.  As a result, the residual interest is the interest first 
affected by any loss due to the failure of the Receivables to pay as 
scheduled.  The holders of the residual interest values such interest 
on their respective financial statements based upon certain 
assumptions regarding the anticipated losses and prepayments.  To the 
extent actual prepayments and losses are greater or less than the 
assumptions, the companies holding the residual interest will 
experience a loss or gain.

	In the securitizations which occurred in May and November 1996, 
the rights of the senior certificate holders were enhanced though 
subordinating the right of subordinate certificate holders to receive 
distributions with respect to the mortgage loans to such rights of 
senior certificate holders.  The selling companies retained their 
respective residual interests.  At September 30, 1996, the residual 
interests held by Summit and Old Standard from the May 1996 
securitization aggregated approximately $233,000.  At the close of 
the November 1996 securitization the Consolidated Group held residual 
interests aggregating approximately $570,000.

	In addition to sales through securitizations, the Consolidated 
Group may sell pools of Receivables directly to purchasers.  These 
sales are typically without recourse, except that for a period of time 
the selling company is generally required to repurchase or replace any 
Receivables which do not conform to the representations and warranties 
made at the time of sale.  During fiscal 1996, Summit and Old Standard 
received proceeds of approximately $7 million from the sale of 
portfolios of real estate Receivables through securitization and 
proceeds of $12.4 million from the direct sale of lotteries.  During 
fiscal 1996, gains on these securitization and direct sales were 
approximately $977,000.

ANNUITY OPERATIONS

Introduction

	The Consolidated Group raises significant funds through its 
insurance subsidiaries, Old Standard and Arizona Life.

	Old Standard was incorporated in Idaho in 1990, and acquired by 
the Consolidated Group on May 31, 1995. Old Standard had total assets 
of approximately $76.5 million at September 30, 1996.  Old Standard 
markets its annuity products through approximately 100 independent 
sales representatives under contract.  These representatives may also 
sell insurance products for other companies. Old Standard is licensed 
as an insurer in Idaho, Montana, North Dakota, Oregon and has applied 
for licenses in Hawaii, Washington and Utah.  During calendar 1995, 
the most recent year for which statistical information is available, 
In Idaho, Old Standard's individual annuity market share was 10.2%, 
ranking it the number one producer of annuities in Idaho during the 
period.

	The Consolidated Group acquired Arizona Life on December 28, 
1995.  Arizona Life had total assets of approximately $2.9 million at 
September 30, 1996.  Arizona Life is licensed in seven western states 
and has applications pending in three additional states.  It commenced 
annuity sales and Receivable investing activities during fiscal 1996.

	Management intends to expand the insurance operations into other 
states as opportunities arise, which may include the acquisition of 
other insurance companies.

	There is no specific regulatory limitation imposed by Idaho on 
the percent of assets which Old Standard may invest in Receivables 
collateralized by real estate.  As of September 30, 1996, 73.9% of Old 
Standard's assets were invested in Receivables collateralized by real 
estate, and 5.4% in lotteries.  As of September 30, 1996, 52.3% of 
Arizona Life's assets were invested in Receivables collateralized by 
real estate.  As of September 30, 1996, the balance of Old Standard's 
and Arizona Life's  investments were invested in principally 
investment grade corporate and government securities, but may be 
invested into a variety of other areas as permitted by applicable 
insurance regulations.  See "BUSINESS-REGULATION".

	Generally, loans which are acquired through the institutional 
secondary mortgage market qualify as "mortgage related securities" 
pursuant to the Secondary Mortgage Market Enhancement Act (SMMEA).  
SMMEA generally provides that qualifying loans may be acquired to the 
same extent that obligations which are issued by or guaranteed as to 
principal and interest by the United States government, its agencies 
or instrumentalities can be acquired.  Such acquisitions are exempt 
from certain state insurance regulations including loan to value and 
appraisal regulations.

Annuities

	During the last three years, Old Standard and Arizona Life have 
derived 100% of their premiums from annuity sales.  Management 
believes that annuity balances have continued to grow due to market 
acceptance of the products (due largely to a competitive rate and a 
reputation for superior service), and changes in tax laws that removed 
the attractiveness of competing tax-advantaged products.

	Old Standard's annuities also qualify for use as either 
Individual Retirement Annuities, Simplified Employee Pensions, 
Qualified Corporate Pension Plans or Tax-Sheltered Annuities for 
teachers and certain other nonprofit organizations' retirement plans. 
 Under these qualified plans, the interest is tax deferred and the 
principal contributions, within the limits specifically established by 
the Internal Revenue Code, are tax deductible during the accumulation 
period.  These annuities are subject to income tax only upon actual 
receipt of proceeds, usually at retirement when an individual's tax 
rate is anticipated to be lower.

	During 1997, the Consolidated Group anticipates matching premium 
flow substantially with the availability of Receivable investments, in 
order to maximize the earnings from the interest spread.  
Additionally, the premium flow and resulting asset growth will be 
influenced by the ability of Summit to make additional capital 
contributions to Old Standard and Arizona Life.

	Flexible and single premium annuities are offered with short, 
intermediate and traditional surrender fee periods.  At September 30, 
1996, deferred policy acquisition costs were approximately 6.2% of 
annuity reserves.  Since surrender charges typically do not exceed 5%, 
increasing termination rates may have an adverse impact on the 
insurance subsidiary's earnings, requiring faster amortization of 
these costs.  Management believes that this potentially adverse impact 
is mitigated by higher annuity interest spreads, which are estimated 
to be approximately 250 basis points in future years.  During the four 
months ended September 30, 1995 and the year ended September 30, 1996, 
amortization of deferred policy acquisition costs were $198,000 and 
$85,000, respectively.  The calculation has been reviewed by an 
independent actuary.

	Annuity lapse rates are calculated by dividing cash outflows 
related to benefits and payments by average annuity reserves.  For the 
year ended September 30, 1996, withdrawals and benefits were 
approximately $6.5 million.  The annualized lapse rate was 
approximately 11.7%.  Management believes a reasonable estimate for 
future lapse rates to be 10% (including 4% for death and partial 
withdrawal and 6% for basic surrenders and surrenders occurring in the 
year the surrender charge expires).

Reinsurance

	Reinsurance is the practice whereby an insurance company enters 
into agreements (termed "treaties") with other insurance companies in 
order to assign some of its insured risk, for which a premium is paid, 
while retaining the remaining risk. Although reinsurance treaties 
provide a contractual basis for shifting a portion of the insured risk 
to other insurers, the primary liability for payment of claims remains 
with the original insurer. Most life insurers obtain reinsurance on a 
portion of their risks in the ordinary course of business.  The amount 
of mortality risk that a company is willing to retain is based 
primarily on considerations of the amount of insurance it has in force 
and upon its ability to sustain unusual mortality fluctuations.

	Western United has negotiated a reinsurance agreement with Old 
Standard whereby 75% of the risk on six different annuity products 
will be reinsured through Old Standard.  It is presently anticipated 
that this will result in reinsurance of up to approximately $5 million 
in premiums per month.  This procedure will allow Old Standard to 
acquire annuity premiums with credited interest rate which are more 
favorable than those offered directly from Old Standard.  The level of 
reinsurance that Old Standard can participate in will be dependent 
upon the sufficiency of its statutory capital to sustain such growth.

Reserves

	State law requires that the annuity reserve be sufficient to meet 
Old Standard's future obligations under annuity contracts currently in 
force.  Reserves are recalculated each year to reflect amounts of 
insurance in force, issue ages of new contract holders, duration of 
contracts and variations in contract terms.  Since such reserves are 
based on certain actuarial assumptions, no representation is made that 
the ultimate liability will not exceed these reserves.  Old Standard 
utilizes the services of a consulting actuary to review the reserve 
amount for compliance with applicable statutes.

	The actuarially determined reserve is reported in statutory 
financial statements as required by state insurance regulatory 
authorities.  Accounting principles used to prepare these statutory 
financial statements differ from generally accepted accounting 
principles (GAAP). Annuity reserves amounted to approximately $62.4 
million at September 30, 1996 based on GAAP financial reporting.

Securities Investments

	At September 30, 1996 and 1995, 99.0% and 100.0% of the 
Consolidated Group's securities, excluding stock investment in non-
consolidated affiliate, were held by its insurance subsidiaries.

	The following table outlines the nature and carrying value of 
securities investments held by Old Standard and Arizona Life at 
September 30, 1996:



</TABLE>
<TABLE>
<CAPTION>
	Available	Held To	Total	Percent
	For Sale	Maturity
	Portfolio	Portfolio	
	----------	----------	----------	--------
		(Dollars in Thousands)
<S>			<C>     	<C>     	<C>     	<C>   
Total Amount	$     187	$  7,750	$  7,937	100.0%
			=========	========	========	======
% Invested In:
	Fixed Income	$     187	$  7,750	$  7,937	100.0%
	Equities	--	--	--	0.0%
			---------	--------	--------	------
			$     187	$  7,750	$  7,937	100.0%
			=========	========	========	======

% Fixed Income:
	Taxable	$     187	$  7,750	$  7,937	100.0%
	Non-taxable	--	--	--	0.0%
			---------	 --------	--------	------	
			$     187	$  7,650	$  7,937	100.0%
			=========	========	========	======

% Taxable:		
	U.S.Government	$      --	$  5,736	$  5,736	72.3%
	Corporate 	187	2,014	2,201	27.7%
			---------	--------	--------	------
			$     187	$  7,750	$  7,937	100.0%
			=========	========	========	=====
% Corporate:
		AAA	$      --	$  1,012	$  1,012	46.0%
		AA	--	1,002	1,002	45.5%
		A	187	--	187	8.5%
			---------	--------	--------	------
			$     187	$  2,014	$  2,201	100.0%
			=========	========	========	======
% Corporate:
		Mortgage-backed	$     187	$     --	$    187	8.5%
		Finance	 --	1,012	1,012	46.0%
		Industrial	--	1,002	1,002	45.5%
			---------	--------	--------	------
			$     187	$  2,014	$  2,201	100.0%
			=========	========	========	======
</TABLE>



		Investments of the insurance subsidiaries are subject to the 
direction and control of investment committees appointed by their 
respective Board of Directors.  All such investments must comply with 
applicable state insurance laws and regulations.  See "BUSINESS-
REGULATION".  Investments primarily include corporate, government 
agency, and direct government obligations.

		Old Standard and Arizona Life are authorized by their respective 
investment policies to use financial futures instruments for the 
purpose of hedging interest rate risk relative to the securities 
portfolio or potential trading situations.  In both cases, the futures 
transaction is intended to reduce the risk associated with price 
movements for a balance sheet asset.  See "MANAGEMENT'S DISCUSSION AND 
ANALYSIS-Asset/Liability Management".

	In the held to maturity portfolio, gross unrealized losses were 
approximately $128,000 at September 30, 1996.

METHOD OF FINANCING

	The Consolidated Group's continued growth is expected to depend 
on its ability to market its securities and annuities to the public 
and to invest the proceeds in higher-yielding investments.  Financing 
needs are intended to be met primarily by the sale of its annuities, 
sales and securitizations of Receivables, sales of Certificates and 
Preferred Stock.  Such funds may be supplemented by short-term bank 
financing and borrowing from affiliates.  Old Standard has established 
secured lines of credit through several lending institutions, 
principally consisting of Brokerage Firms.  As of September 30, 1996, 
there was approximately $3.8 million of short-term collateralized 
borrowings outstanding.

	The availability of Receivables offered for investment in the 
national market is believed by management to be adequate to meet the 
needs of the Consolidated Group.
	
BROKER DEALER ACTIVITIES

	Metropolitan Investment Securities, Inc. (MIS) is a securities 
broker/dealer, and member of the National Association of Securities 
Dealers, Inc.-Regulation.  It markets the securities products of 
Summit and of Metropolitan, Summit's former parent company.  In 
addition, MIS currently markets several families of mutual funds, and 
general securities.  MIS's sales efforts were previously focused in 
the states of Washington, Oregon, Idaho and Montana. MIS is licensed 
in several other Western states and has expanded its sales and 
marketing efforts into California, Utah, Nevada and Colorado.  MIS 
sustained a loss of approximately $137,000 during the current fiscal 
year.  See "MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION 
AND RESULTS OF OPERATIONS" & Note 12 to Consolidated Financial 
Statement.

PROPERTY DEVELOPMENT SERVICES

	Summit Property Development, Inc. provides real estate 
development services for a fee.  Currently its principal client is 
Metropolitan.  Such services may include, but are not limited to the 
following: sales, marketing, market analysis, architectural services, 
design services, subdividing properties, and coordination with 
regulatory groups to obtain the approvals which are necessary to 
develop a particular property.  Summit Property Development does not 
own any real estate itself.  Summit Property Development, Inc. 
produced operating income for the Consolidated Group during the fiscal 
year ended September 30, 1996 of approximately $141,000 on revenues of 
approximately $2,047,000. See "MANAGEMENT DISCUSSION AND ANALYSIS OF 
FINANCIAL CONDITION AND RESULTS OF OPERATIONS" & Note 12 to 
Consolidated Financial Statement.

COMPETITION

	Summit, Old Standard and Arizona Life's ability to compete for 
Receivable investments is currently dependent upon Metropolitan's 
Receivable acquisition network.  Metropolitan competes with various 
real estate financing firms, real estate brokers, banks and individual 
investors for the Receivables it acquires.  The largest single 
competitors are subsidiaries of much larger companies which may have 
access to greater resources and better name recognition than 
Metropolitan.  The largest group of individual competitors are a 
multitude of individual investors.  Management believe its primary 
competitive factors are the amounts offered and paid to Receivable 
sellers and the speed with which the processing and funding of the 
transaction can be completed.  Competitive advantages enjoyed by 
Summit, Old Standard and Arizona Life include access to Metropolitan's 
Receivable acquisition network, which allows their access to markets 
throughout the United States; their ability to purchase long-term 
Receivables; their flexibility in structuring Receivable acquisitions; 
its availability of funds; and their in-house capabilities for 
processing and funding transactions.  To the extent other competing 
Receivable investors may develop faster closing times or more flexible 
investment policies, they may experience a competitive advantage.

	Summit, Old Standard and Arizona Life compete in the secondary 
mortgage market as sellers of pools of Receivables (both direct sales 
and sales through securitizations).  This market is a multi billion 
dollar industry and includes many financial institutions and 
government participants.  Competitors generally have access to larger 
resources, greater transaction volumes and economies of scale, and 
better name recognition.

	Summit's and MIS's securities products face competition for 
investors from other securities issuers, other broker/dealers and from 
other types of financial institutions, many of which are much larger, 
and have greater name recognition than MIS.

	The life insurance and annuity business is highly competitive.  
Premium rates, annuity yields and commissions to agents are 
particularly sensitive to competitive forces.  Old Standard's 
management believes that it is in an advantageous position in this 
regard because of its earning capability through investments in 
Receivables compared to that of most other life insurance companies.  
Old Standard has also been assigned an A.M. Best Co. (Best) rating of 
"B (good)".  Best bases its rating on a number of complex financial 
ratios, the length of time a company has been in business, the nature 
and quality of investments in its portfolio, depth and experience of 
management and various other factors.  Best's ratings are supplied 
primarily for the benefit of policyholders and insurance agents.

REGULATION

	Old Standard and Arizona Life are subject to the Insurance 
Holding Company Act as administered by the Office of the State 
Insurance Commissioner of the State of Idaho and Arizona, 
respectively.  Each act regulates transactions between insurance 
companies and their affiliates.  It requires that the insurance 
companies provide prior notification to the respective Insurance 
Commissioners of certain transactions between an insurance company and 
Summit or any other affiliate.  In certain instances, respective 
Insurance Commissioner's approval is required.

	Old Standard and Arizona Life are subject to extensive regulation 
and supervision by the Office of the State Insurance Commissioner of 
Idaho and Arizona, respectively.  To a lesser extent they are also 
subject to regulation by each of the other states in which they 
operate. These regulations are directed toward supervision of such 
things as granting and revoking licenses to transact business on both 
the insurance company and agent levels, approving policy forms, 
prescribing the nature and amount of permitted investments, 
establishing solvency standards and conducting extensive periodic 
examinations of insurance company records.  Such regulation is 
intended to protect annuity contract and policy owners, rather than 
investors in an insurance company.  Old Standard and Arizona Life are 
required to file detailed annual and quarterly financial reports with 
their respective states of domicile.

	All states in which the insurance subsidiaries operate have laws 
requiring solvent life insurance companies to pay assessments to 
protect the interests of policyholders of insolvent life insurance 
companies.  Assessments are levied on all member insurers in each 
state based on a proportionate share of premiums written by member 
insurers in the lines of business in which the insolvent insurer 
engaged.  A portion of these assessments can be offset against the 
payment of future premium taxes.  However, future changes in state 
laws could decrease the amount available for offset.

	The net amounts expensed by Old Standard and Arizona Life for 
guaranty fund assessments and charged to operations for the year ended 
September 30, 1996  and the four month period ended September 30, 1995 
were $90,000 and $25,000, respectively.  This estimate was based on 
updated information provided by the National Organization of Life and 
Health Insurance Guaranty Associations regarding insolvencies 
occurring during 1990 through 1993.  Management does not believe that 
the amount of future assessments associated with known insolvencies 
after 1993 will be material to its financial condition or results of 
operations. These estimates are subject to future revisions based upon 
the ultimate resolution of the insolvencies and resultant losses.  
Management cannot reasonably estimate the additional effects, if any, 
upon its future assessments pending the resolution of the above 
described insolvencies. The amount of guaranty fund assessment has 
been recorded net of a 7% discount rate applied to the estimated 
payment term of approximately seven years.

	Old Standard and Arizona Life are subject to regulatory 
restrictions on their ability to pay dividends.  Such restrictions 
affect Summit's and Old Standard's ability to receive dividends.  The 
unrestricted statutory deficit of the insurance subsidiaries totaled 
approximately $1,002,000 as of September 30, 1996.

	For statutory purposes, Old Standard's and Arizona Life's capital 
and surplus and their ratio of capital and surplus to admitted assets 
were as follows as of the dates indicated:


<TABLE>
<CAPTION>
	As of	As of December 31,
	September 30, 1996	1995	1994	1993
	------------------	----	----	----
	(Dollars in Thousands)
	<S>	<C>  	<C>  	<C>  	<C>  
	Old Standard:

	Capital and Surplus	$7,994	$3,007	$2,431	$2,069
	Ratio of Capital and
	Surplus to Admitted
	Assets	10.9%	5.4%	5.4%	5.0%

	Arizona Life:

	Capital and Surplus	$1,511	$1,214	--	--
	Ratio of Capital and
	Surplus to Admitted
	Assets	53.1%	99.2%	--	--

	Although the States of Idaho and Arizona require only $2.0 
million and $450,000, respectively, in capital and surplus to conduct 
insurance business, the insurance companies have attempted to maintain 
a capital and surplus ratio of at least 5% of total admitted assets 
which management considers adequate for regulatory and rating 
purposes.

	Idaho and Arizona have enacted the Risk Based Capital Model law 
which requires an insurance company to maintain minimum amounts of 
capital and surplus based on complex calculations of risk factors that 
encompass the invested assets and business activities.  The insurance 
subsidiaries' capital and surplus levels exceed the calculated minimum 
requirements.

	MIS is subject to extensive regulation and supervision by the 
National Association of Securities Dealers, Inc. - Regulation, and the 
Securities and Exchange Commission and various state regulatory 
authorities.  These regulations include licensing requirements, record 
keeping requirements, net capital requirements, supervision 
requirements and sales practice standards.



<PAGE>
MANAGEMENT

Directors and Executive Officers
(As of December 31, 1996)

	Name	Age	Position

Tom Turner	46	President/Director
Philip Sandifur		25	Vice President/Director
Greg Gordon		43	Secretary/Treasurer/Director
Robert Potter		69	Director

	Tom Turner was elected President on October 31, 1995. Prior to 
serving as President, he had served as Secretary/Treasurer since 
September 28, 1994.  He has been an employee of Metropolitan since 
1985, as a financial analyst. From 1983-1985, Mr. Turner was 
employed by Olsten Temporary Services.  Prior to 1983, Mr. Turner 
was self-employed, principally doing business in the real estate 
industry.

	Philip Sandifur is the son of C. Paul Sandifur Jr., who is the 
sole shareholder of National Summit Corp., the parent company of 
Summit and also the controlling shareholder of Metropolitan.  Philip 
graduated in 1993 from Santa Clara University receiving a BA in 
Business.  He is not active in the day-to-day operations of Summit 
except to the extent necessary to carry out his duties as Vice 
President and Director.  Philip Sandifur is principally active as 
the President of Summit Trading Company, a wholly-owned subsidiary 
of Summit's parent company, National Summit Corp.

	Greg Gordon was elected Secretary/Treasurer on October 31, 
1995.  He joined Metropolitan in April of 1989 and started the 
company's demography department.  From 1985 to 1989, he was employed 
as the Northeastern US division, Market Analyst for Mortgage 
Guarantee Insurance Corporation.  From 1984 to 1985, he was employed 
as a limited partnership underwriter with Reliance Insurance 
Company.  

	Robert Potter was elected a Director of Summit on March 14, 
1995. He is an outside director, not active in the day-to-day 
business of Metropolitan or Summit.  From 1987 to present, Mr. 
Potter has served as President of Jobs Plus, Inc., a non-profit 
corporation formed to diversify and broaden the economic base of 
Kootenai County Idaho.  Prior to 1987, Mr. Potter was employed for 
approximately 6 months as Chief Operating Officer of Incomnet Inc., 
and prior to that he worked for approximately 30 years with AT&T.

	The directors of Summit are elected for one-year terms at 
annual shareholder meetings.  The officers of Summit serve at the 
direction of the Board of Directors.

	Summit's officers and directors continue to hold their 
respective positions with Metropolitan and do not anticipate that 
their responsibilities with Summit will involve a significant amount 
of time. They will, however, devote such time to the business and 
affairs of Summit as may be necessary for the proper discharge of 
their duties.

	EXECUTIVE COMPENSATION

	The officers do not receive any compensation for services 
rendered on behalf of Summit, but they are entitled to reimbursement 
for any expenses incurred in the performance of such services.  Such 
expenses include only items such as travel expense incurred for 
attendance at corporate meetings or other business.  No such 
expenses have been incurred to date. Other than Robert Potter, the 
directors do not receive any compensation for services rendered on 
behalf of Summit.  Robert Potter, receives $500 per year and $100 
per meeting plus travel expenses.

	INDEMNIFICATION

	Summit's Articles of Incorporation provide for indemnification 
of Summit's directors, officers and employees for expenses and other 
amounts reasonably required to be paid in connection with any civil 
or criminal proceedings brought against such persons by reason of 
their service of or position with Summit unless it is adjudged in 
such proceedings that the person or persons are liable due to 
willful malfeasance, bad faith, gross negligence or reckless 
disregard of his duties in the conduct of his office.  Such right of 
indemnification is not exclusive of any other rights that may be 
provided by contract of other agreement or provision of law.

	Insofar as indemnification for liabilities arising under the 
Securities Act of 1933 (the "Act")may be permitted to Summit's 
officers, directors or controlling persons pursuant to the foregoing 
provisions, Summit has been informed that in the opinion of the 
Securities and Exchange Commission such indemnification is against 
public policy as expressed in the Act and is therefore 
unenforceable.

	PRINCIPAL SHAREHOLDERS

	The following table sets forth information with respect to the 
beneficial owners of more than five percent of Summit's voting 
common stock as of September 30, 1996.

</TABLE>
<TABLE>
<CAPTION>
	SHARES OF
NAME AND ADDRESS	COMMON STOCK	% OF CLASS
<S>	<C>      	<C>   
National Summit Corp.	10,000	100%
W. 929 Sprague Ave.,
Spokane, Washington
</TABLE>

CERTAIN TRANSACTIONS

	Summit was originally organized as a wholly-owned subsidiary of 
Metropolitan.  On September 9, 1994, the controlling interest in 
Summit was acquired by National Summit Corp., a Delaware corporation 
which is wholly-owned by C. Paul Sandifur, Jr.  The change in 
control was made pursuant to a reorganization wherein Summit 
redeemed all the common shares held by its former parent company, 
Metropolitan, which consisted of 100% of the outstanding common 
stock of Summit.  Contemporaneous with this redemption, Summit 
issued 10,000 shares of common stock to National Summit Corp., a 
Delaware Corporation, for $100,000.  In addition, various investors 
in Metropolitan's common and preferred stock, including members of 
Mr. Sandifur's immediate family acquired 30,224 shares of Summit's 
Preferred Stock Series S-1 for $100 per share in exchange for 
preferred and common shares of Metropolitan with a value of 
approximately $3 million.  Following this sale, Metropolitan has 
continued to provide, for a fee, principally all the management 
services to Summit.  See "BUSINESS-RECEIVABLE INVESTMENTS".

	Mr. Sandifur holds effective control of Metropolitan.  Prior to 
the sale, Mr. Sandifur held effective control of Summit through 
Metropolitan.  Following the sale, Mr. Sandifur continues to control 
Summit through National Summit Corp.

	Prior to the sale, the officers and directors of Summit, were 
also officers or directors of Metropolitan and/or its affiliates.  
Contemporaneous with the sale, the officers and directors resigned 
and new officers and directors were elected.  Currently, no officer 
or director of Summit is an officer or director of Metropolitan.

	Summit considered the sale to be in its best interest due to 
regulatory considerations and other business considerations.  The 
regulatory considerations include the impact of regulations imposed 
upon Metropolitan by its state of domicile.  In the opinion of 
management, these regulations hampered Summit's growth in its prior 
corporate structure.  

	On January 31, 1995, Summit acquired  MIS from Metropolitan.  
The purchase price was $288,950 paid in cash.  MIS is a  
broker/dealer.  This sale has not materially affected the business 
of MIS.  See "BUSINESS-Broker Dealer Activites".  Also on January 
31, 1995, Metropolitan discontinued its property development 
division, which consisted of a group of employees experienced in 
real estate development.  On the same date, Summit commenced the 
operation of a property development subsidiary, Summit Property 
Development Inc., employing those same individuals who had 
previously been employed by Metropolitan.  Summit Property 
Development has entered into an agreement with Metropolitan to 
provide property development services to Metropolitan.  See 
"BUSINESS-ANNUITY OPERATIONS".

	Through a wholly-owned subsidiary, Summit Group Holding 
Company, Summit acquired Old Standard on May 31, 1995 from 
Metropolitan.  The purchase price was $2.722 million, plus 20% of 
Old Standard's statutory earnings for the subsequent three years. 
The purchase price was established based upon an actuarial valuation 
of Old Standard.

	Summit, Old Standard and Arizona Life obtain substantially all 
of their Receivable management and servicing support from 
Metropolitan through a Management, Receivable Acquisition and 
Servicing Agreement.  See Note 12 to Consolidated Financial 
Statements.  Management believes that such Agreements are on terms 
at least as favorable as could be obtained from non-affiliated 
parties.

	Old Standard has negotiated a reinsurance agreement with 
Western United, Metropolitan's insurance subsidiary. See "BUSINESS-
Annuity Operations-Reinsurance"

	In addition, transactions between Metropolitan, its 
subsidiaries and companies within the Consolidated Group take place 
in the normal course of business.  Such transactions include rental 
of office space, provision of administrative and data processing 
support, accounting and legal services.  See Note 12 to Financial 
Statements.  

	Summit has entered into Selling Agreements with MIS to provide 
for the sale of the Certificates and Preferred Stock pursuant to 
which MIS will be paid commissions up to a maximum of 6% of the 
investment amount in each transaction.  During the fiscal year ended 
September 30, 1996, Summit paid or accrued commissions to MIS in the 
amount of $463,477 upon the sale of $13,291,967 of certificates and 
commissions of $31,764 upon the sale of $568,950 of preferred stock. 
 MIS also maintains, on behalf of Summit, certain investor files and 
information pertaining to investments in Summit's certificates and 
preferred stock.

	Summit Property Development has entered into an Agreement with 
Metropolitan to provide property development services to 
Metropolitan for a fee.  During the year ended September 30, 1996 
the fee was approximately $2.0 million.  See "BUSINESS-PROPERTY 
DEVELOPMENT SERVICES".

	During April 1996, C. Paul Sandifur, Jr. President of 
Metropolitan and controlling shareholder of Metropolitan and the 
Consolidated Group, sold to Summit nineteen shares of stock in 
Consumers Group Holding Company (a subsidiary of Metropolitan) for 
$1.5 million.  The purchase price was paid in cash.
	

Item 2.	Properties

	See Item 1.

Item 3.	Legal Proceedings.

	There are no material legal proceedings or actions pending or 
threatened against Summit Securities, Inc., or to which its property 
is subject.

Item 4.	Submission of Matters to a vote of Security Holders.

	None

				Part II

Item 5.	Market for the Registrant's Common Equity and Related
		Stockholder Matters.

	(a) There is no market for the registrant's common stock

	(b) There was one Common Stockholder at September 30, 1996

	(c) See "Item 6. Selected Financial Data."

Item 6.	Selected Financial Data

<PAGE>


<TABLE>
The consolidated financial data shown below as of September 30, 1996 and 1995 and for the years ended September 30, 1996, 
1995 and 1994 (other than the ratio of earnings to fixed charges and preferred stock dividends) have been derived from, 
and should be read in conjunction with, the consolidated financial statements, related notes, and Management's Discussion 
and Analysis of Financial Condition and Results of Operations appearing elsewhere herein. The financial data shown as of 
September 30, 1994, 1993 and 1992 and for the years ended September 30, 1993 and 1992 have been derived from audited 
financial statements not included herein.  The consolidated financial statements as of and for the years ended September 
30, 1996, 1995, 1994 and 1993 have been audited by Coopers & Lybrand L.L.P.  The consolidated financial statements as of 
and for the year ended September 30, 1992 have been audited by BDO Seidman. 
					
		Year Ended September 30,
		--------------------------------------------					
	1996	1995	1994	1993	1992
<S>	<C>          	<C>         	<C>        	<C>          	<C>         
INCOME STATEMENT 
DATA:

Revenues	$ 14,536,449	$ 9,576,615	$ 3,395,252	$ 2,815,624	$ 2,435,843
	============	===========	===========	===========	===========
Income before
extraordinary item	1,244,522	$   587,559	$   264,879	$   283,107	$   611,595
Extraordinary item (1)	--	--	--	--	49,772
	------------	-----------	-----------	-----------	-----------
Net Income	1,244,522	587,559	264,879	   283,107	   661,367
Preferred Stock 
Dividends	(333,606)	(309,061)	(2,930)	--	--
	------------	-----------	-----------	-----------	-----------
Income Applicable to 
Common Stockholders	$    910,916 	 $   278,498	$   261,949	$   283,107	$   661,367
	============	===========	===========	===========	===========

Per Common Share:
Income before
extraordinary
item	$      91.09 	$     27.85	$     13.47	$     14.15	$     30.58
Extraordinary item (1)	-- 	--	--	--	2.49
	------------	-----------	-----------	-----------	-----------
Income applicable to
common stockholders	$      91.09	$     27.85	$     13.47	$     14.15	$     33.07
	============	===========	===========	===========	===========
Weighted average number
of common shares
outstanding	10,000	10,000	19,445	20,000	20,000
	============	===========	===========	===========	===========
Ratio of Earnings
to Fixed Charges 
and Preferred Stock
Dividends	1.26	1.11	1.16	1.24	1.53

BALANCE SHEET DATA:
Due from/(to) 
affiliated
companies, net	$  1,296,290	$(1,960,104)	$   267,735	$ 1,710,743	$  (400,365)
Total Assets	$117,266,680	$96,346,572	$35,101,988	$25,441,605	$17,696,628
Debt Securities
and Other
Debt Payable	$ 46,674,841	$38,650,532	$31,212,718	$21,982,078	$14,289,648
Stockholders' Equity	$  5,358,774	$ 3,907,067	$ 3,321,230	$ 3,188,024	$ 2,904,917
<FN>
(1) Benefit from utilization of net operating loss carryforwards.
</TABLE>




Item 7.	Management's Discussion and Analysis of Financial Condition
		and Results of Operations

	Management's Discussion and Analysis of Financial
	Condition and Results of Operations
	For the Three Fiscal Years Ended September 30, 1996

Introduction

	Summit's operations for the current fiscal year ended September 
30, 1996 continued to benefit from the acquisition of and start-up of 
several new operating subsidiaries acquired during 1995.  MIS was 
acquired from Summit's former parent company in January, 1995.  At the 
same time, Summit established a property development subsidiary, 
Summit Property Development.  See "CERTAIN TRANSACTIONS".  Summit 
acquired Old Standard from Summit's former parent company on May 31, 
1995 and acquired Arizona Life from ILA Financial Services Inc. in 
December 1995.  Of these transactions, the largest was the acquisition 
of Old Standard. As of September 30, 1996, Old Standard had total 
assets of approximately $76.5 million.  During the fiscal year ended 
September 30, 1996, MIS, Summit Property Development, Old Standard and 
Arizona Life contributed gross revenues of approximately $1.1 million, 
$2.0 million, $6.9 million and $69,000, respectively, to the 
Consolidated Group.  For the same period, Summit Property Development, 
Old Standard and Arizona Life contributed operating income of 
approximately $141,000, $1,279,000 and $6,000, respectively, to the 
Consolidated Group.  MIS sustained an operating loss of approximately 
$137,000 during the current fiscal year.

Results of Operations

	Revenues of the Consolidated Group increased to approximately 
$14.5 million in 1996 from $9.6 million in 1995 and $3.4 million in 
1994.  The growth in revenues from 1995 to 1996 is attributable to the 
continuing increase in investment earnings (interest and earned 
discounts) on outstanding Receivables due largely to the continuing 
growth of Old Standard along with gains realized on the sale of a 
portion of the Receivable portfolio.  Additionally in 1996, the 
Consolidated Group realized an increase in fee, commission and service 
revenues primarily from its service orientated subsidiaries, MIS and 
Summit Property Development.  The growth in revenues from 1994 to 1995 
was primarily attributable to an increase in investment earnings on 
outstanding Receivables due largely to the acquisition of Old Standard 
along with gains realized on the sale of a portion of the Receivable 
portfolio.  Additionally in 1995, the Consolidated Group realized 
approximately $2.6 million in fee, commission and service revenues 
from its newly acquired and newly formed subsidiaries. The 
Consolidated Group has increased its investment in Receivables, 
collateralized by real estate, to approximately $80.0 million at 
September 30, 1996 from $60.1 million at September 30, 1995 and $27.3 
million at September 30, 1994.  Additionally, the Consolidated Group 
continued to invest in annuities and lottery prizes ending the year at 
September 30, 1996 with a total outstanding investment of $11.8  
million, which is a decrease from the $16.9 million investment at 
September 30, 1995 primarily as a result of selling approximately 
$11.7 million of its portfolio during fiscal 1996.  Currently, yields 
available for lottery acquisitions have decreased due primarily to 
increased competition in this market.  As a result the Consolidated 
Group anticipates its acquisition volume in 1997 will be lower than in 
fiscal 1996.

	Net income before preferred stock dividends for the fiscal year 
ended September 30, 1996 was approximately $1,245,000 compared to 
approximately $588,000 in 1995 and $265,000 in 1994.  The increase 
from 1995 to 1996 was primarily the result of an increase in the 
margin between interest sensitive income and interest sensitive 
expense caused largely by the continued growth in Old Standard's 
Receivable portfolios, increased gains on the sale of Receivables, and 
increased fees, commissions and service income, all of which were only 
partially offset by increases in its provision for losses on real 
estate assets, a reduction in dividends received and an increase in 
salaries and benefits, commissions and other operating expenses. The 
increase from 1994 to 1995 was primarily the result of increased gains 
on the sale of Receivables, an increase in the margin between interest 
sensitive income and interest sensitive expense caused largely by the 
acquisition of Old Standard, and increased fees, commissions and 
service revenues from MIS and Summit Property Development, Inc. which 
were only partially offset by increases in salaries and benefits, 
commissions and other operating expenses.

	Since the date of its incorporation through approximately the end 
of calendar year 1993 and again in 1995 and 1996, Summit has generally 
benefited from a declining interest rate environment with lower money 
costs and relatively consistent yields on Receivables.  In addition, a 
declining interest rate environment positively impacted earnings by 
increasing the value of the portfolio of predominantly fixed rate 
Receivables.  This situation was evident in 1996, 1995 and 1994 as 
Summit was able to realize gains of approximately $977,000, $513,000 
and $172,000, respectively, from the sale of Receivables.  Higher than 
anticipated levels of prepayments in the Receivable portfolio were 
experienced during the years 1992 through 1996, allowing Summit to 
recognize unamortized discounts on Receivables at an accelerated rate. 
 During 1994 and continuing in 1995 and 1996, Metropolitan, Summit's 
former parent and the primary supplier of Receivables, began charging 
the Consolidated Group underwriting fees associated with Receivable 
acquisitions.  The charging of the underwriting fee results in a 
somewhat lower yield over the life of the newly acquired Receivables. 
 However, management believes the yield to be favorable in comparison 
to other investment opportunities.  See "BUSINESS-Introduction".

	Although the national economy has experienced relatively slow 
growth over the past three years, the Consolidated Group's financial 
results were not adversely impacted in any material way because of: 
(1) the wide geographic dispersion of its Receivables; (2) the 
relatively small average size the each Receivable; (3) the primary 
concentration of investments in residential Receivables where market 
values have been more stable than in commercial properties; and (4) a 
continuing strong demand for tax-advantaged products, such as 
annuities.

	Maintaining efficient collection efforts and minimizing 
delinquencies in the Consolidated Group's Receivable portfolio are 
ongoing management goals.  During 1996, the Consolidated Group 
realized a slight loss on the sale of repossessed real estate of 
approximately $40,000 as compared to a gain of $6,300 in 1995 and a 
gain of $12,300 in 1994.  In recognition of the increased size of the 
Consolidated Group's Receivable and real estate portfolios, 
principally associated with the purchase of Old Standard, the 
Consolidated Group has increased its provision for losses on assets 
collateralized by real estate. Provisions for losses were 
approximately $490,000, $455,000, and $155,000 for 1996, 1995, and 
1994, respectively.  At September 30, 1996, the Consolidated Group had 
an allowance for losses on real estate assets of approximately 
$974,000 compared to $765,000, and $251,000 at September 30, 1995 and 
1994, respectively.  The increase in 1995 was in part attributable to 
the acquisition of Old Standard, while the increase in 1996 was 
primarily due to increases in the various Receivable portfolios.  At 
September 30, 1996, 1995 and 1994, the allowance for losses 
represented approximately 1.2%, 1.2% and 0.9%, respectively, of the 
face value of Receivables collateralized by real estate.

	Interest Sensitive Income and Expense

	Management continually monitors the interest sensitive income and 
expense of the Consolidated Group.  Interest sensitive expense is 
predominantly related to annuity benefits and the interest costs of 
Certificates, while interest sensitive income includes interest and 
earned discounts on Receivables, dividends and other investment 
income.

	The Consolidated Group is in a "liability sensitive" position in 
that its interest sensitive liabilities reprice or mature more quickly 
than do its interest sensitive assets.  Consequently, in a rising 
interest rate environment, the net return from interest sensitive 
assets and liabilities will tend to decrease.  Conversely, in a 
falling interest rate environment, the net return from interest 
sensitive assets and liabilities will tend to improve.  See 
"Asset/Liability Management".  The excess of interest sensitive income 
over interest sensitive expense was approximately $2,172,000 in 1996, 
$1,075,000 in 1995, and $543,000 in 1994.  The increase from 1995 to 
1996 of $1,097,000 was attributable to the following: (1) increased 
investment in the Receivable portfolio largely due to the continued 
growth of Old Standard; and (2) a lower cost of funds, influenced in 
part by the acquisition of the insurance subsidiaries, Old Standard 
and Arizona Life.  The increase from 1994 to 1995 was attributable to 
the following: (1) increased investment in the Receivable portfolio 
largely due to the acquisition of Old Standard; (2) a lower cost of 
funds, influenced in part by the acquisition of Old Standard; and, (3) 
additional dividend income from preferred and common stock of 
Metropolitan held by Summit.  See Note 12 to the Consolidated 
Financial Statements.

Fees, Commissions, Service and Other Income

	Other income grew to approximately $2,850,000 in 1996 from 
$2,580,000 in 1995 and $60,700 in 1994.  Revenues in 1996, consisted 
primarily of commissions earned by the Consolidated Group's 
broker/dealer subsidiary, MIS, of approximately $595,500 (after 
elimination of commissions received from Summit) and approximately 
$2.0 million of service fees earned by its property development 
subsidiary.  The increase in 1996 of approximately $270,000 resulted 
from an increase in property development fees of $800,000 being offset 
by a decrease in commissions earned by MIS of approximately $530,000.

Other Expenses

	Operating expenses increased to approximately $3,988,000 in 1996 
as compared to $2,901,000 in 1995 and $231,000 in 1994. The 1996 
increase in operating expenses was principally the result of the 
continued growth of the Consolidated Group, in particular Old Standard 
and Summit Property Development.  In 1996, Summit Property 
Development's increase in service fees were offset by approximately 
$763,000 in increased expenses, while Old Standard's growth resulted 
in expense increases of approximately $185,000 and MIS also incurred 
increased expenses of approximately $111,000.  The 1995 increase in 
operating expense was principally the result of the acquisition and 
establishment of new subsidiaries, including the insurance, 
broker/dealer and the property development subsidiaries.  See 
"BUSINESS-Recent Developments-Subsidiary Acquisitions".

Provision for Losses on Real Estate Assets 

	The provision for losses on Receivables and repossessed real 
estate has increased as the size of the portfolio of Receivables and 
repossessed real estate has grown to provide for what Management 
believes are adequate allowances for anticipated losses, however there 
can be no assurance that actual losses will not exceed management's 
expectations.  The following table summarizes the Consolidated Group's 
allowance for losses on Receivables and repossessed real estate:

<TABLE>
<CAPTION>
		1996	1995	1994
	<S>	<C>		<C>			<C>
	Beginning Balance  $765,130		$250,572	$ 96,654
	Increase due to:
	Acquisition of
	life insurance
	affiliate		310,957
	Provision           212,600		103,950	103,000
	
	Charge-Offs         (18,896)   	 (34,276)	   (49,921)
	Recoveries           15,653		133,927	100,839
			--------	--------	--------
	Ending Balance     $974,487		$765,130	$250,572
			========	=======	=======
<FN>
	These allowances are in addition to unamortized acquisition 
discounts of approximately $4.7 million at September 30, 1996, $2.6 
million at September 30, 1995 and $1.3 million at September 30, 1994.
</TABLE>

Gain/Loss on Other Real Estate Owned

	During 1996, the Consolidated Group experienced a loss on the 
sale of real estate of approximately $39,600.  At the end of fiscal 
1996, the Consolidated Group had approximately $1,191,000 in real 
estate held for sale, just over 1% of total assets.

Effect of Inflation

	During the three year period ended September 30, 1996, inflation 
has had a generally positive impact on the Consolidated Group's 
operations.  This impact has primarily been indirect in that the level 
of inflation tends to be reflected in the current level of interest 
rates which impact interest returns and costs on the Consolidated 
Group's assets and liabilities.  See "BUSINESS-Interest Sensitive 
Income and Expense".  However, both interest rate levels in general 
and the cost of the Consolidated Group's funds and the return on its 
investments are influenced by additional factors such as the level of 
economic activity and competitive or strategic product pricing issues. 
 The net effect of the combined factors on the earnings of the 
Consolidated Group has been a slight improvement over the three year 
period in the positive spread between the rate of return on interest 
earning assets less the cost of interest paying liabilities.  
Inflation has not had a material effect on the Consolidated Group's 
operating expenses.  Increases in operating expenses have resulted 
principally from increased product volumes or other business 
considerations including the acquisition of additional companies and 
the start-up of new businesses.

	Revenues from real estate sold are influenced in part by 
inflation, as, historically, real estate values have fluctuated with 
the rate of inflation.  However, the effect of inflation in this 
regard has not had a material effect on the operations of the 
Consolidated Group nor is it expected to have a material effect in the 
near future.

Asset/Liability Management

	As most of the Consolidated Group's assets and liabilities are 
financial in nature, the Consolidated Group is subject to interest 
rate risk.  In fiscal 1997, more of the Consolidated Group's financial 
liabilities (primarily annuities and certificates) will reprice or 
mature more quickly than its financial assets (primarily Receivables 
and fixed income investments). In a decreasing interest rate 
environment, this factor will tend to increase earnings as liabilities 
will generally be repriced at lower rates of interest while financial 
assets maintain their existing rates of interest.  This effect is 
mitigated to the extent that Receivables are reduced when debtors 
increase their level of early repayments to the Consolidated Group in 
a decreasing rate environment.

	The Consolidated Group may use financial futures instruments for 
the purpose of hedging interest rate risk relative to investments in 
the securities portfolio or potential trading situations. In both 
cases, the futures transaction is intended to reduce the risk 
associated with price movements for a balance sheet asset.  
Additionally, the Consolidated Group may sell securities "short" (the 
sale of securities which are not currently in the portfolio and 
therefore must be purchased to close out the sale agreement) as 
another means of economically hedging interest rate risk, or take a 
trading position in an attempt to benefit from an anticipated movement 
in the financial markets.  The  Consolidated Group had not employed 
any such strategies prior to or through September 30, 1996. Also See 
"BUSINESS-Securities Investments".

	During fiscal 1997, approximately $21.0 million of interest 
sensitive assets (cash, Receivables and fixed income investments) are 
expected to reprice or mature.  Interest sensitive liabilities, 
including annuity reserves of approximately $62.4 million reprice 
during fiscal 1997, and approximately $10.9 million of  Certificates 
and other debt will mature during fiscal 1997.  These estimates result 
in repricing of interest sensitive liabilities in excess of interest 
sensitive assets of approximately $52.3 million, or a ratio of 
interest sensitive liabilities to interest sensitive assets of 
approximately 350%.

	The Consolidated Group is able to manage this liability to asset 
mismatch of approximately 3.5:1 by the fact that approximately 96..74% 
of the interest sensitive liabilities are annuity contracts which are 
subject to surrender charges.  These contracts have maturities which 
extend for as long as nine years with surrender charges of decreasing 
amounts during their term.  At the option of the Consolidated Group, 
these contracts are subject to annual repricing.  In periods of 
declining interest rates, this feature is beneficial as it allows the 
Consolidated Group to reprice its liabilities at lower market rates of 
interest.  In periods of increasing interest rates, such liabilities 
were protected by surrender charges.  Depending on the remaining 
surrender charges, the Consolidated Group has the option to extend any 
interest rate increase over a two to three year period, thereby making 
it not generally economical for an annuitant to pay the surrender 
charge in order to receive payment in lieu of accepting a rate of 
interest that is lower than current market rates of interest.  As a 
result, the Consolidated Group may respond more slowly to increases in 
market interest rate levels thereby diminishing the impact of the 
current mismatch in the interest sensitivity ratio.  Additionally, 
through Receivable securitizations, the Company has increased its 
ability to raise necessary liquidity to manage the liability to asset 
mismatch.  If necessary, the proceeds from the securitization could be 
used to payoff maturing liabilities.


New Accounting Rules

	In May 1993, Statement of Financial Accounting Standards No. 114 
(SFAS No. 114) "Accounting by Creditors for Impairment of a Loan" was 
issued.  SFAS No. 114 requires that certain impaired loans be measured 
based on the present value of expected future cash flows discounted at 
the loans' effective interest rate or the fair value of the 
collateral, net of selling costs. The Consolidated Group adopted this 
new standard on October 1, 1995. The adoption of SFAS No. 114 did not 
have a material effect on the financial statements.

	In June 1996, Statement of Financial Accounting Standards No. 125 
(SFAS 125), "Accounting for Transfers and Servicing of Financial 
Assets and Extinguishments of Liabilities" was issued.  SFAS 125 
provides accounting and reporting standards based on a consistent 
application of a financial components approach that focuses on 
control.  Under this approach, after a transfer of financial assets, 
an entity recognizes the financial and servicing assets it controls 
and the liabilities it has incurred, derecognizes financial assets 
when control has been surrendered and derecognizes liabilities when 
extinguished.  This statement provides consistent standards for 
distinguishing transfers of financial assets that are sales from 
transfers that are secured borrowings.  SFAS 125 is effective for 
transfers and servicing of financial assets and extinguishments of 
liabilities occurring after December 31, 1996.

Liquidity and Capital Resources

	As a financial institution, the Consolidated Group's liquidity is 
largely linked to its ability to renew, maintain or obtain additional 
sources of cash. The Consolidated Group has successfully maintained 
liquidity, as necessary, during the past four years to allow it to 
continue to invest funds generated by operations and financing 
activities.  The Consolidated Group's increased liquidity position has 
been enhanced due to its ability to securitize its Receivables 
collateralized by real estate.

	The Consolidated Group utilized cash from operations of 
approximately $.6 million in 1996, and generated $4.0 million in 1995 
and $2.3 million in 1994.  Cash used by the Consolidated Group in its 
investing activities totaled approximately $15.2 million in 1996, 
$13.7 million in 1995 and $6.3 million in 1994.  Cash provided by the 
Consolidated Group's financing activities totaled approximately $17.2 
million in 1996, $9.1 million in 1995 and $4.1 million in 1994.  These 
cash flows have resulted in year end cash and cash equivalent balances 
of approximately $4.5 million in 1996, $3.0 million in 1995, and $3.6 
million in 1994.

	During 1996, approximately $17.2 million was provided by 
financing activities, approximately $.6 million was used in operating 
activities, and $15.2 million was used in investing activities which 
resulted in a $1.5 million increase in available cash and cash 
equivalents.  The cash from financing activities of $17.2 million 
resulted primarily from: (1) issuance of Certificates, net of 
repayments and related debt issue costs, of $4.1 million; (2) issuance 
of insurance annuities, net of surrenders, of approximately $9.2 
million; (3) issuance of preferred stock of approximately $.5 million; 
(4) borrowings from banks and others, net of debt repayments, of $3.7 
million; less (5) dividend payments of $.3 million.  Cash used in 
operating activities of $.6 million resulted primarily from net income 
of $1.2 million, increases in annuity reserves of $3.7 million being 
offset by changes in various assets and liabilities of approximately 
$5.5 million.  Cash used in investing activities of $15.2 million 
primarily included acquisition of real estate Receivables and other 
Receivable investments, net of payments and sales, of $13.4 million, 
$1.5 million invested in the common stock of an affiliated company and 
$760,000 used in the purchase of Arizona Life. 
 
	During 1995, the cash provided by operating activities of 
approximately $4.0 million plus cash provided by financing activities 
of $9.1 million was used entirely to support the net investing 
activities of $13.7 million.  Cash from operating activities of $4.0 
million resulted primarily from net income of $600,000, increases in 
annuity reserves of $1.0 million, increases in compound and accrued 
interest on Certificates of $1.7 million plus other adjustments of $.7 
million.  Cash used in investing activities of $13.7 million primarily 
included acquisition of real estate Receivables and other Receivable 
investments, net of payments and sales, of $16.1 million, offset by 
$1.0 million from the sale of investment securities and the $1.4 
million of cash received upon the acquisition of various subsidiaries. 
 Cash from financing activities of $9.1 million resulted primarily 
from: (1) issuance of certificates, net of repayments and related debt 
issue costs, of $5.3 million; (2) issuance of insurance annuities, net 
of surrenders, of approximately  $4.0 million; (3) issuance of 
preferred stock of $.4 million; less (4) debt repayments to banks and 
others of $.2 million; and (5) dividend payments of $.3 million.

	During 1994, the cash provided by operating activities of $2.3 
million, plus cash provided by financing activities of $4.1 million, 
was used entirely to support the net investing activities of $6.3 
million.  Cash from operating activities of $2.3 million resulted 
primarily from net income of $.3 million, increases in compound and 
accrued interest on certificates of $1.2 million and other accrual 
adjustments of $.6 million.  Cash used in investing activities of $6.3 
million primarily included acquisition of Receivables, net of payments 
and sales, of $8.0 million being offset by the collection of advances 
from related parties of $1.7 million.  Cash from financing activities 
of $4.1 million resulted primarily from: (1) issuance of  
certificates, net of repayment and related debt issue costs, of $7.5 
million; (2) issuance of common and preferred stock of $.2 million; 
less (3) redemption of common stock, owned by the Consolidated Group's 
former parent, of $3.6 million.

	During 1997, anticipated principal, interest and dividend 
payments on outstanding debentures, other debt payments and preferred 
stock distributions are expected to be approximately $12.0 million.  
During 1996, the principal portion of the payments received on the 
Consolidated Group's Receivables and proceeds from sales of real 
estate and Receivables was $34.1 million.  A decrease in the 
prepayment rate on these Receivables or the ability to sell or 
securitize Receivables would reduce future cash flows from Receivables 
and might adversely affect the Consolidated Group's ability to meet 
its principal, interest and dividend payments.

	The Consolidated Group expects to maintain high levels of 
liquidity in the  foreseeable future by continuing its securities 
offerings, annuity sales and the sale and securitization of 
Receivables. At September 30, 1996, cash or cash equivalents were $4.5 
million, or 3.8% of assets. Including securities that are available 
for sale total liquidity was $4.7 million, $3.0 million and $3.6 
million as of September 30, 1996, 1995 and 1994, respectively, or 
3.8%, 3.1% and 10.3% of total assets, respectively.

	Access to new "capital markets" through Receivable 
securitizations has allowed the Company to both increase liquidity and 
accelerate earnings through the gains recorded on the securitizations. 
 The increased ability to raise liquidity will enable the Company to 
accept certain asset/liability mismatches which have historically been 
beneficial to the Company  when they have been able to finance higher 
earning longer term assets with lower cost of funds associated with 
shorter term liabilities.

	For statutory purposes, Old Standard performs cash flow testing 
under several different rate scenarios as required by the State of 
Idaho.  The results of these tests are filed annually with the 
Insurance Commissioner of the State of Idaho.  At the end of calendar 
year 1995, the results of this cash flow testing process was 
satisfactory.

	Management believes that cash flow from operating activities and 
financing activities, liquidity provided from current investments and 
the Consolidated Group's ability to securitize its Receivables 
collateralized by real estate will be sufficient for the Consolidated 
Group to conduct its business and meet its anticipated obligations as 
they mature during fiscal 1997.  Summit has not defaulted on any of 
its obligations since its founding in 1990.



Item 8.     Financial Statements and Supplementary Data

SUMMIT SECURITIES, INC. AND SUBSIDIARIES

Index to Consolidated Financial Statements
Years Ended September 30, 1996, 1995 and 1994


Report of Independent Accountants	

Consolidated Balance Sheets	

Consolidated Statements of Income	

Consolidated Statements of Stockholders' Equity	

Consolidated Statements of Cash Flows	

Notes to Consolidated Financial Statements	




REPORT OF INDEPENDENT ACCOUNTANTS



The Directors and Stockholders
Summit Securities, Inc.


We have audited the accompanying consolidated balance sheets of 
Summit Securities, Inc. and subsidiaries as of September 30, 1996 and 
1995, and the related consolidated statements of income, 
stockholders' equity and cash flows for each of the three years in 
the period ended September 30, 1996. These financial statements are 
the responsibility of the Company's management. Our responsibility is 
to express an opinion on these financial statements based on our 
audits.

We conducted our audits in accordance with generally accepted 
auditing standards. Those standards require that we plan and perform 
the audit to obtain reasonable assurance about whether the financial 
statements are free of material misstatement. An audit includes 
examining, on a test basis, evidence supporting the amounts and 
disclosures in the financial statements. An audit also includes 
assessing the accounting principles used and significant estimates 
made by management, as well as evaluating the overall financial 
statement presentation. We believe that our audits provide a 
reasonable basis for our opinion.

In our opinion, the financial statements referred to above present 
fairly, in all material respects, the consolidated financial position 
of Summit Securities, Inc. and subsidiaries as of September 30, 1996 
and 1995, and the consolidated results of their operations and their 
cash flows for each of the three years in the period ended September 
30, 1996 in conformity with generally accepted accounting principles.

As discussed in Note 1, the Company changed its method of accounting 
for impaired loans in fiscal 1996.



/s/ COOPERS & LYBRAND L.L.P.             


Spokane, Washington
December 6, 1996




SUMMIT SECURITIES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
September 30, 1996 and 1995


					    1996		    1995
					------------	------------
                 ASSETS

Cash and cash equivalents	$	4,461,315	$	2,979,362
Investments:
	Investments in affiliated companies		4,522,425		3,022,425
	Available-for-sale securities, at 
		market		269,305
	Held-to-maturity securities, at 
		amortized cost		7,750,078		8,269,541
	Accrued interest on investments		34,244		46,209
					------------	------------
			Total cash and investments		17,037,367		14,317,537

Real estate contracts and mortgage 
	notes receivable, net, including real
	estate contracts and mortgage notes 
	receivable held for sale of approxi-
	mately $10,408,000 in 1996		80,008,753		60,117,219
Other receivable investments		11,788,130		16,895,902
Real estate held for sale		1,191,495		836,291
Deferred costs, net		4,862,046		3,582,202
Other assets, net, including receivables
	from affilites		2,378,889		597,421
					------------	------------
			Total assets	$	117,266,680	$	96,346,572
					============	============




SUMMIT SECURITIES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS, CONTINUED
September 30, 1996 and 1995


					    1996		    1995
					------------	------------
  LIABILITIES AND STOCKHOLDERS' EQUITY

Liabilities:
	Annuity reserves	$	62,439,855	$	49,559,589
	Investment certificates and accrued 
		interest		42,823,871		38,545,896
	Debt payable		3,850,970		104,636
	Accounts payable and accrued expenses, 
		including payables to affiliates		1,367,131		2,938,182
	Deferred income taxes		1,426,079		1,291,202
					------------	------------
			Total liabilities		111,907,906		92,439,505
					------------	------------

Commitments and contingencies (Notes 1 
	and 13)

Stockholders' equity:
	Preferred stock, $10 par (liquidation 
		preference $4,131,170 and $3,562,220)		413,117		356,222
	Common stock, $10 par		100,000		100,000
	Additional paid-in capital		2,269,137		1,786,991
	Retained earnings		2,586,654		1,675,738
	Net unrealized loss on investments, 
		net of income taxes of $5,221
		and $6,122		(10,134)		(11,884)
					------------	------------
			Total stockholders' equity		5,358,774		3,907,067
					------------	------------
			Total liabilities and stockholders' 
				equity	$	117,266,680	$	96,346,572
					============	============


The accompanying notes are an integral part of the consolidated
  financial statements.



SUMMIT SECURITIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
for the years ended September 30, 1996, 1995 and 1994

<TABLE>
<CAPTION>



					    1996		    1995		    1994
					-----------	-----------	-----------
<S>				<C>		<C>		<C>
Revenues:
	Annuity fees and charges	$	45,348	$	14,179
	Interest on receivables		6,018,615		3,901,113	$	2,422,484
	Earned discount on receivables		2,598,306		777,659		373,003
	Other investment interest		753,163		410,568		275,180
	Dividends		200,256		256,991	
	Real estate sales		1,093,000		1,123,500		88,000
	Fees, commissions, service and other 
		income		2,849,737		2,580,105		60,677
	Realized net gains on sales of 
		investments		583				4,252
	Realized net gains on sales of real 
		estate contracts and mortgage notes 
		and other receivable investments		977,441		512,500		171,756
					-----------	-----------	-----------
			Total revenues		14,536,449		9,576,615		3,395,352

Expenses:
	Annuity benefits		3,702,324		1,034,082
	Interest expense		3,741,095		3,251,334		2,527,945
	Cost of real estate sold		1,132,552		1,117,233		75,656
	Provision for losses on real estate 
		assets		490,082		445,381		155,042
	Salaries and employee benefits		1,636,773		907,690
	Commissions to agents		1,673,279		1,395,994
	Other operating and underwriting 
		expenses		1,775,484		738,380		231,423
	Less amount capitalized as deferred 
		costs, net of amortization		(1,097,613)		(140,745)
					-----------	-----------	-----------
			Total expenses		13,053,976		8,749,349		2,990,066
					-----------	-----------	-----------
Income before income taxes		1,482,473		827,266		405,286
Income tax provision		(237,951)		(239,707)		(140,407)
					-----------	-----------	-----------
Net income		1,244,522		587,559		264,879
Preferred stock dividends		(333,606)		(309,061)		(2,930)
					-----------	-----------	-----------
Income applicable to common stockholder	$	910,916	$	278,498	$	261,949
					===========	===========	===========
Income per share applicable to common 
	stockholder	$	91.09	$	27.85	$	13.47
					===========	===========	===========
Weighted average number of shares of 
	common stock outstanding		10,000		10,000		19,445
					===========	===========	===========
</TABLE>




The accompanying notes are an integral part of the consolidated
  financial statements.




SUMMIT SECURITIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
for the years ended September 30, 1996, 1995 and 1994



<TABLE>
<CAPTION>


											Net
											Unrealized
									Additional		Gains
					Preferred		Common		Paid-In		(Losses) on	Retained
					Stock		Stock		Capital		Investments	Earnings		Total
					-----------	-----------	-----------	-----------	-----------	-----------
<S>				<C>		<C>		<C>		<C>		<C>		<C>
Balance, September 30, 1993				200,000	$	1,800,000			$	1,188,024	$	3,188,024
Net income										264,879		264,879
Cash dividends on preferred stock 
	(variable rate)										(2,930)		(2,930)
Common stock redeemed and retired 
	(20,000 shares)				(200,000)		(3,400,000)						(3,600,000)
Sale of common stock (10,000 shares)				100,000								100,000
Sale of variable rate preferred 
	stock, net of offering costs 
	(1,495 shares)	$	14,952				127,008						141,960
Issuance of variable rate preferred 
	stock (30,224 shares)		302,242				2,720,183						3,022,425
Income tax benefit associated with
	disaffiliation						206,872						206,872
					-----------	-----------	-----------	-----------	-----------	-----------
Balance, September 30, 1994		317,194		100,000		1,454,063				1,449,973		3,321,230
Net income										587,559		587,559
Cash dividends on preferred stock 
	(variable rate)										(309,061)		(309,061)
Sale of variable rate preferred 
	stock, net of offering costs
	(3,903 shares)		39,028				332,928						371,956
Net change in unrealized (losses) 
	on investment securities, net 
	of income taxes of $6,122							$	(11,884)				(11,884)
Excess cost over historical cost 
	basis of subsidiaries purchased 
	from related parties										(52,733)		(52,733)
					-----------	-----------	-----------	-----------	-----------	-----------
Balance, September 30, 1995		356,222		100,000		1,786,991		(11,884)		1,675,738		3,907,067
</TABLE>




SUMMIT SECURITIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY, CONTINUED
for the years ended September 30, 1996, 1995 and 1994



<TABLE>
<CAPTION>


											Net
											Unrealized
									Additional		Gains
					Preferred		Common		Paid-In		(Losses) on	Retained
					Stock		Stock		Capital		Investments	Earnings		Total
					-----------	-----------	-----------	-----------	-----------	-----------
<S>				<C>		<C>		<C>		<C>		<C>		<C>
Balance, September 30, 1995		356,222		100,000		1,786,991		(11,884)		1,675,738		3,907,067
Net income										1,244,522		1,244,522
Cash dividends on preferred
	stock (variable rate)										(333,606)		(333,606)
Sale of variable rate preferred 
	stock, net of offering costs
	(5,690 shares)		56,895				482,146						539,041
Net change in unrealized gains
	on investment securities, net 
	of income taxes of $901								1,750				1,750
					-----------	-----------	-----------	-----------	-----------	-----------
Balance, September 30, 1996	$	413,117	$	100,000	$	2,269,137	$	(10,134)	$	2,586,654	$	5,358,774
					===========	===========	===========	===========	===========	===========

</TABLE>

The accompanying notes are an integral part of the consolidated
  financial statements.




SUMMIT SECURITIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
for the years ended September 30, 1996, 1995 and 1994


<TABLE>
<CAPTION>



					    1996		    1995		    1994
					-----------	-----------	-----------
<S>				<C>		<C>		<C>
Operating activities:
	Net income			$	1,244,522	$	587,559	$	264,879
	Adjustments to reconcile net income
		to net cash provided by (used in) 
		operating activities:
			Proceeds from sale of trading 
				securities						20,077,343
			Purchase of trading securities						(20,073,050)
			Realized net gains on sales of 
				investments 		(583)				(4,252)
			Realized net gains on sales of 
				real estate contracts and mort-
				gage notes and other receivable 
				investments		(977,441)		(512,500)		(171,756)
			(Gain) loss on sales of real estate		39,552		(6,267)		(12,344)
			Provision for losses on real estate 
				assets			490,082		445,381		155,042
			Amortization of deferred costs		487,740		519,280		262,484
			Deferred income tax provision		134,877		164,249		136,500
			Changes in assets and liabilities, 
				net of effects from purchases of 
				subsidiaries:
					Annuity reserves		3,713,490		1,031,720
					Compound and accrued interest 
						on investment certificates and 
						debt payable		(432,048)		1,714,943		1,229,371
					Accrued interest on real estate 
						contracts and mortgage notes 
						receivable		(1,005,273)		(306,978)		107,423
					Other		(4,263,513)		365,111		312,110
									-----------	-----------	-----------
							Net cash provided by (used
								in) operating activities		(568,595)		4,002,498		2,283,750
									-----------	-----------	-----------
Investing activities:
	Net cash paid or received associated 
		with purchases of subsidiaries		(761,739)		1,406,873
	Collection of advances to parent and 
		affiliated companies						1,710,743
	Purchase of investment in affiliated 
		company					(1,500,000)
	Proceeds from sales of available-for-
		sale investments				999,790		992,370
	Purchase of available-for-sale 
		investments		(275,641)
	Proceeds from maturities of held-to-
		maturity investments		500,000
	Purchase of held-to-maturity investments		(486,753)
	Principal payments on real estate 
		contracts and mortgage notes 
		receivable		13,874,707		6,567,102		1,829,515
</TABLE>




SUMMIT SECURITIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS, CONTINUED
for the years ended September 30, 1996, 1995 and 1994


<TABLE>
<CAPTION>

					    1996		    1995		    1994
					-----------	-----------	-----------
<S>				<C>		<C>		<C>
Investing activities, Continued:
	Principal payments on other receivable 
		investments		753,892		393,942
	Purchases of real estate contracts and 
		mortgage
		notes receivable		(40,100,330)		(26,130,804)		(20,177,705)
	Purchases of other receivable 
		investments		(7,387,117)		(18,316,371)
	Proceeds from real estate sales		79,686		163,687		6,200
	Additions to real estate held for sale		(292,494)		(141,336)		(82,135)
	Proceeds from sale of real estate 
		contracts and mortgage notes and other 
		receivable investments		19,430,000		21,350,848		10,393,131
									-----------	-----------	-----------
							Net cash used in investing 
								activities		(15,165,999)		(13,713,689)		(6,320,251)
									-----------	-----------	-----------
Financing activities:
	Receipts from annuity products		15,632,116		5,903,808
	Withdrawals of annuity products		(6,465,340)		(1,934,898)
	Proceeds from investment certificates		13,291,967		8,585,470		10,539,684
	Repayments of investment certificates		(8,571,918)		(2,847,347)		(2,635,649)
	Borrowings from banks and others		5,752,500
	Repayments to banks and others		(2,043,015)		(193,631)		(48,170)
	Debt issuance costs		(585,198)		(441,775)		(444,102)
	Excess cost over historical cost basis 
		of subsidiaries purchased from 
		related parties						(52,733)
	Issuance of preferred stock		539,041		371,956		141,960
	Issuance of common stock						100,000
	Redemption and retirement of common 
		stock						(3,600,000)
	Dividends paid on preferred stock		(333,606)		(309,061)		(2,930)
									-----------	-----------	-----------
							Net cash provided by 
								financing activities		17,216,547		9,081,789		4,050,793
									-----------	-----------	-----------

Net increase (decrease) in cash and 
	cash equivalents		1,481,953		(629,402)		14,292

Cash and cash equivalents, beginning 
	of year					2,979,362		3,608,764		3,594,472
									-----------	-----------	-----------
Cash and cash equivalents, end of year	$	4,461,315	$	2,979,362	$	3,608,764
									===========	===========	===========
</TABLE>

See Note 15 for supplemental cash flow information.

The accompanying notes are an integral part of the consolidated 
  financial statements.




SUMMIT SECURITIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


	1.	SUMMARY OF ACCOUNTING POLICIES:

			BUSINESS AND REORGANIZATION

			Summit Securities, Inc., d/b/a National Summit Securities, Inc. 
in the states of New York and Ohio (the Company), was incor-
porated on July 25, 1990. Prior to September 9, 1994, the 
Company was a wholly owned subsidiary of Metropolitan Mortgage 
& Securities Co., Inc. (Metropolitan). Metropolitan is 
controlled by C. Paul Sandifur, Jr. and his immediate family. 
On September 9, 1994, the controlling interest in the Company 
was acquired by National Summit Corp., a Delaware corporation 
which is wholly owned by C. Paul Sandifur, Jr. The change in 
control was made pursuant to a reorganization wherein the 
Company redeemed all the common shares held by its former 
parent company, Metropolitan, which consisted of 100% of the 
outstanding common stock of the Company for $3,600,000, which 
approximated the net book value of the Company at the trans-
action date. Contemporaneous with this redemption, the Company 
issued 10,000 shares of common stock to National Summit Corp. 
for $100,000. In addition, various investors holding Metro-
politan's common and preferred stock, including members of Mr. 
Sandifur's immediate family, acquired 30,224 shares of  the 
Company's preferred stock Series S-1 for $100 per share in 
exchange for preferred and common shares of Metropolitan. The 
preferred shares issued for the Metropolitan shares were 
recorded at their face value which approximated recent 
issuances to unrelated parties. The face value of the preferred 
shares approximates fair value due to the variable dividend 
rate associated with such shares (see Note 5).

			On January 31, 1995, the Company consummated an agreement with 
Metropolitan, whereby it acquired Metropolitan Investment 
Securities, Inc. (MIS) effective January 31, 1995 at a purchase 
price of $288,950, which approximated the net book value of MIS 
at the date of purchase. This acquisition was recorded as a 
purchase. However, due to the common control of Metropolitan 
and the Company, the historical cost bases of the assets and 
liabilities of MIS were recorded by the Company.

			On May 31, 1995, the Company consummated an agreement with 
Metropolitan, whereby it acquired Old Standard Life Insurance 
Company (OSL) effective May 31, 1995, for $2,722,000, which 
approximated the historical cost basis of OSL at date of 
purchase, with future contingency payments equal to 20% of 
statutory income prior to the accrual of income taxes for the 
fiscal years ending December 31, 1995, 1996 and 1997. Future 
contingency payments, if any, will be accounted for as




NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED


	1.	SUMMARY OF ACCOUNTING POLICIES, CONTINUED:

			BUSINESS AND REORGANIZATION, CONTINUED

			dividends. The initial purchase price plus estimated future 
contingency payments approximated the appraised valuation of 
OSL. The acquisition was recorded as a purchase. However, due 
to the common control of Metropolitan and the Company, the 
historical cost bases of assets and liabilities of OSL were 
recorded by the Company. The total purchase price of MIS and 
OSL exceeded the historical cost bases of the net assets of the 
companies by approximately $53,000. Due to the common control 
of Metropolitan and the Company, this excess purchase price has 
been recorded as a dividend through a reduction of retained 
earnings.

			On December 28, 1995, the Company consummated an agreement with 
ILA Financial Services, Inc., whereby 100% of the outstanding 
common stock of Arizona Life Insurance Company (AZL), an 
insurance company domiciled in Arizona, was sold to a wholly 
owned subsidiary of the Company. The purchase price of 
$1,234,000, approximated the net book value of AZL at date of 
purchase. AZL holds licenses to engage in insurance sales in 
seven states and the purchase price included approximately 
$268,000 in value assigned to these state licenses. At the date 
of purchase, AZL was dormant and had no outstanding insurance 
business or other liabilities. AZL's future business activities 
will be the acquisition of real estate mortgage notes and 
contracts using funds derived from the sale of annuities and 
funds derived from receivable cash flows. The acquisition of 
AZL had an immaterial effect on the financial condition and 
operations of the Company.

			Metropolitan is effectively controlled by C. Paul Sandifur, Jr. 
through his common stock ownership and voting control. National 
Summit Corp. is wholly owned by C. Paul Sandifur, Jr. through 
ownership of 100% of the voting stock. National Summit Corp. 
does not have any operations or activities other than the 
holding of  the Company.

			The Company purchases contracts and mortgage notes 
collateralized by real estate and other receivable invest- 
ments with funds generated from the public issuance of debt 
securities in the form of investment certificates, annuity 
products, cash flows from receivable payments, sales of real 
estate and securitization of receivables held for sale.





NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED


	1.	SUMMARY OF ACCOUNTING POLICIES, CONTINUED:

			PRINCIPLES OF CONSOLIDATION

			The consolidated financial statements include the accounts of 
the Company and its wholly owned subsidiaries, Old Standard 
Life Insurance Company (since May 31, 1995), Metropolitan 
Investment Securities, Inc. (since January 31, 1995), Arizona 
Life Insurance Company (since December 28, 1995) and Summit 
Property Development, Inc. All significant intercompany 
transactions and balances have been eliminated in 
consolidation.

			CASH AND CASH EQUIVALENTS

			The Company considers all highly liquid debt instruments 
purchased with a remaining maturity of three months or less to 
be cash equivalents. Cash includes all balances on hand and on 
deposit in banks and financial institutions. The Company 
periodically evaluates the credit quality of its depository 
financial institutions. Substantially all cash and cash 
equivalents are on deposit with one financial institution and 
balances periodically exceed the FDIC insurance limit.

			INVESTMENTS IN AFFILIATED COMPANIES

			Investments in equity securities of affiliated companies are 
carried at the lower of cost or estimated net realizable value. 

			INVESTMENTS

			The Company has classified its investments in debt and equity 
securities, other than those of affiliated companies, as 
"available-for-sale," "held-to-maturity" or "trading." The 
accounting policies related to these investments are as 
follows:
			  
				AVAILABLE-FOR-SALE SECURITIES:  Available-for-sale 
securities, consisting primarily of mortgage-backed 
securities are carried at market value. Unrealized gains and 
losses are presented as a separate component of stockholders' 
equity, net of related income taxes.

				HELD-TO-MATURITY SECURITIES:  Held-to-maturity securities, 
consisting primarily of government-backed securities and 
corporate bonds having fixed maturities, are carried at 
amortized cost. The Company has the ability and intent to 
hold these investments until maturity.





NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED


	1.	SUMMARY OF ACCOUNTING POLICIES, CONTINUED:

			INVESTMENTS, CONTINUED

				TRADING SECURITIES:  Trading securities, consisting primarily 
of government-backed securities and corporate bonds, are 
bought and held principally for the purpose of selling them 
in the near term and are recorded at market value. Realized 
and unrealized gains and losses are included in the 
consolidated statements of income.

			For other than a temporary decline in the value of a common 
stock, preferred stock or publicly traded bonds below their 
cost or amortized cost, the investment is reduced to its net 
realizable value, which becomes the new cost basis of the 
investment. The amount of the reduction is reported as a loss. 
Any recovery of market value in excess of the investment's new 
cost basis is recognized as a realized gain only upon sale, 
maturity or other disposition of the investment. Factors which 
the Company evaluates in determining the existence of an other 
than temporary decline in value include the length of time and 
extent to which market value has been less than cost; the 
financial condition and near-term prospects of the issuers; and 
the intent and ability of the Company to retain its investment 
for the anticipated period of recovery in market value.

			Realized gains and losses on investments are calculated on the 
specific-identification method and are recognized in the 
consolidated statements of income in the period in which the 
investment is sold.

			REAL ESTATE CONTRACTS AND MORTGAGE NOTES RECEIVABLE

			Real estate contracts and mortgage notes receivable held for 
investment purposes are carried at amortized cost. Discounts 
originating at the time of purchase, net of capitalized 
acquisition costs, are amortized using the level yield 
(interest) method. For receivables acquired after September 30, 
1992, net purchase discounts are amortized on an individual 
receivable basis using the interest method over the remaining 
contractual term of the receivable. For receivables acquired 
before October 1, 1992, the Company accounts for its portfolio 
of discounted receivables using anticipated prepayment patterns 
to apply the interest method of amortizing discounts. Dis-
counted receivables are pooled by the fiscal year of purchase 
and by similar receivable types. The amortization period, which 
is approximately 78 months, estimates a constant prepayment 
rate of 10-12 percent per year and scheduled payments, which is 
consistent with the Company's prior experience on similar 
receivables and the Company's expectations.




NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED


	1.	SUMMARY OF ACCOUNTING POLICIES, CONTINUED:

			REAL ESTATE CONTRACTS AND MORTGAGE NOTES RECEIVABLE, HELD
			FOR SALE

			Real estate contracts and mortgage notes receivable held for 
sale are carried at the lower of cost (outstanding principal 
adjusted for net discounts and capitalized acquisition costs) 
or market value, determined on an aggregate basis. Gains or 
losses on such sales are recognized utilizing the aggregation 
method for financial reporting and income tax purposes at the 
time of sale. Interest on these receivables is included in 
interest income. Deferred net discounts and capitalized 
acquisition costs are recognized at the time the related 
receivables are sold to third-party investors or securitized 
through transfer to a real estate investment trust.

			OTHER RECEIVABLE INVESTMENTS

			Other receivables held for investment purposes are carried at 
amortized cost. Discounts originating at the time of purchase, 
net of capitalized acquisition costs, are amortized using the 
level yield (interest) method on an individual receivable basis 
over the remaining contractual term of the receivable.

			ALLOWANCES FOR LOSSES ON REAL ESTATE CONTRACTS AND MORTGAGE
			NOTES RECEIVABLE

			The established allowances for losses on real estate contracts 
and mortgage notes receivable include amounts for estimated 
probable losses on receivables determined in accordance with 
the provisions of Statement of Financial Accounting Standards 
(SFAS) No. 114, "Accounting by Creditors for Impairment of a 
Loan." The Company adopted this new standard on October 1, 
1995, which did not have a material effect on the consolidated 
financial statements.  Specific allowances are established for 
 delinquent receivables, as necessary, with net carrying values 
in excess of $100,000. Additionally, the Company establishes 
allowances, based on prior delinquency and loss experience, for 
currently performing receivables and smaller delinquent 
receivables. Allowances for losses are based on the net 
carrying values of the receivables, including accrued interest. 
Accordingly, the Company continues interest accruals on 
delinquent receivables until foreclosure, unless the principal 
and accrued interest on the receivables exceed the fair value 
of the collateral, net of estimated selling costs. The Company 
obtains new or updated appraisals on collateral for appropriate 
delinquent receivables, and adjusts the allowance for losses, 
as necessary, such that the net carrying value does not exceed 
net realizable value.




NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED


	1.	SUMMARY OF ACCOUNTING POLICIES, CONTINUED:

			REAL ESTATE HELD FOR SALE

			Real estate is stated at the lower of cost or fair value less 
estimated costs to sell. The Company principally acquires real 
estate through foreclosure or forfeiture. Cost is determined by 
the purchase price of the real estate or, for real estate 
acquired by foreclosure, at the lower of (a) the fair value of 
the property at the date of foreclosure less estimated selling 
costs, or (b) cost (net unpaid receivable carrying value). 
Periodically, the Company reviews the carrying values of real 
estate held for sale by obtaining new or updated appraisals, 
and adjusts its carrying values to the lower of cost or net 
realizable value, as necessary. As a result of changes in the 
real estate markets in which these properties are located, it 
is reasonably possible that these carrying values could change 
in the near term.

			Profit on sales of real estate is recognized when the buyers' 
initial and continuing investment is adequate to demonstrate 
that (1) a commitment to fulfill the terms of the transaction 
exists, (2) collectibility of the remaining sales price due is 
reasonably assured, and (3) the Company maintains no continuing 
involvement or obligation in relation to the property sold and 
transfers all the risks and rewards of ownership to the buyer.

			DEFERRED COSTS

			Commission expense and other annuity policy and investment 
certificate issuance costs are deferred. For investment 
certificate costs, amortization is computed over the expected 
certificate term which ranges from 6 months to 5 years, using 
the level yield (interest) method. For annuity costs, the 
portion of the deferred policy acquisition cost that is 
estimated not to be recoverable from surrender charges is 
amortized as a constant percentage of the estimated gross 
profits (both realized and unrealized) associated with the 
annuities.

			ANNUITY RESERVES

			Premiums for annuities are recorded as annuity reserves under 
the deposit method. Reserves for annuities are equal to the sum 
of the account balances including deferred service charges. 
Based on past experience, consideration is given in actuarial 
calculations to the number of policyholder and annuitant deaths 
that might be expected, policy lapses, surrenders and 
terminations. As a result in changes in the factors included in 
the actuarial calculations, it is reasonably possible that the 
reserves for annuities could change in the near term.




NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED


	1.	SUMMARY OF ACCOUNTING POLICIES, CONTINUED:

			RECOGNITION OF ANNUITY REVENUES

			Annuity revenues consist of the charges assessed against the 
annuity account balance for services and surrender charges. 
Charges for future services are assessed; however, the related 
revenue is deferred and recognized in income over the period 
benefitted using the same assumptions as are used to amortize 
deferred policy acquisition costs.

			GUARANTY FUND ASSESSMENTS

			The Company's life insurance subsidiaries are subject to 
insurance guaranty laws in the states in which they operate. 
These laws provide for assessments against insurance companies 
for the benefit of policyholders and claimants in the event of 
insolvency of other life insurance companies. A portion of 
these assessments can be offset against the payment of future 
premium taxes. However, future changes in state laws could 
decrease the amount available for offset. At September 30, 1996 
and 1995, the Company has accrued a liability for guaranty fund 
assessments for known insolvencies, net of estimated recoveries 
through premium tax offsets.

			INCOME TAXES

			The Company accounts for income taxes using the asset and 
liability method. This method requires the Company to recognize 
deferred tax assets and liabilities for the expected future 
income tax consequences of events that have been recognized in 
the financial statements. Deferred tax assets and liabilities 
are determined based on the temporary differences between the 
financial statement carrying amounts and tax bases of assets 
and liabilities using enacted tax rates in effect in the years 
in which the temporary differences are expected to reverse.

			The Company, subsequent to September 9, 1994,  is included in 
the consolidated income tax return with National Summit Corp. 
Prior to that date, the Company was included in the consoli-
dated income tax return with Metropolitan, its former parent. 
The Company was allocated a current and deferred tax provision 
from National Summit Corp. or Metropolitan as if the Company 
filed a separate tax return.

			In association with the disaffiliation from Metropolitan in 
1994, the Company received certain income tax benefits, 
principally associated with the allocation of the Metropolitan 
consolidated group's net operating loss carryforwards and a 
reduction in amounts payable to Metropolitan, which resulted in 
a reduction of deferred taxes payable of approximately 
$207,000. This benefit has been recorded as additional paid-in 
capital due to the affiliation between Metropolitan and the 
Company.




NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED


	1.	SUMMARY OF ACCOUNTING POLICIES, CONTINUED:

			EARNINGS PER COMMON SHARE

			Earnings per common share are computed by deducting preferred 
stock dividends from net income and dividing the result by the 
weighted averaged number of shares of common stock outstanding. 
There were no common stock equivalents or potentially dilutive 
securities outstanding during any of the three years in the 
period ended September 30, 1996.

			ESTIMATES

			The preparation of financial statements in conformity with 
generally accepted accounting principles requires management to 
make estimates and assumptions that affect the reported amounts 
of assets and liabilities and disclosure of contingent assets 
and liabilities at the dates of the financial statements and 
the reported amounts of revenues and expenses during the 
reporting periods. Actual results could differ from those 
estimates.

			RECLASSIFICATIONS

			Certain amounts in the 1995 and 1994 financial statements have 
been reclassified to conform with the 1996 presentation. These 
reclassifications had no effect on net income or retained 
earnings as previously reported.


	2.	REAL ESTATE CONTRACTS AND MORTGAGE NOTES RECEIVABLE:

		Real estate contracts and mortgage notes receivable include 
receivables collateralized by property located throughout the 
United States. At September 30, 1996, the Company held first 
position liens associated with real estate contracts and mortgage 
notes receivable with a face value of approximately $72,916,000 
and second position liens of approximately $10,750,000. The 
Company's real estate contracts and mortgage notes receivable at 
September 30, 1996 are collateralized by property concentrated in 
the following geographic regions:

       Pacific Southwest (California, Nevada and Arizona)		25%
			Pacific Northwest (Washington, Alaska, Idaho, Montana
				and Oregon)				22
			Southwest (Texas, Louisiana and New Mexico)				15
			Southeast (Florida, Georgia, North Carolina and
	  		South Carolina)				9
			Other				29
								--- 
								100%
								===




NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED


	2.	REAL ESTATE CONTRACTS AND MORTGAGE NOTES RECEIVABLE, CONTINUED:

		The value of real estate properties in these geographic regions 
will be affected by changes in the economic environment of that 
region. It is reasonably possible that these values could change 
in the near term, which would affect the Company's estimate of 
its allowance for losses associated with these receivables.

		The face value of the Company's real estate contracts and 
mortgage notes receivable as of September 30, 1996 and 1995 is 
grouped by the following dollar ranges:

						   1996		   1995
						-----------	-----------
			Under $15,001	$	3,718,664	$	3,399,194
			$15,001 to $40,000		22,297,937		22,777,987
			$40,001 to $80,000		28,746,046		20,210,801
			$80,001 to $150,000		17,852,524		11,883,730
			Greater than $150,000		11,050,913		4,057,536
						-----------	-----------
						$	83,666,084	$	62,329,248
						===========	===========

		Contractual interest rates on the face value of the Company's 
real estate contracts and mortgage notes receivable as of 
September 30, 1996 and 1995 are as follows:

						   1996		   1995
						-----------	-----------
			Less than 8.00%	$	17,315,968	$	7,003,736
			8.00% to 8.99%		18,387,426		9,430,059
			9.00% to 9.99%		19,139,440		13,741,811
			10.00% to 10.99%		18,781,971		20,058,197
			11.00% to 11.99%		5,660,121		7,687,561
			12.00% to 12.99%		2,092,243		2,957,362
			13% or higher		2,288,915		1,450,522
						-----------	-----------
						$	83,666,084	$	62,329,248
						===========	===========

		The weighted average contractual interest rate on these 
receivables at September 30, 1996 is approximately 8.5%. Maturity 
dates range from 1996 to 2026. The constant effective yield on 
contracts purchased in fiscal 1996 and 1995 was approximately 
10.6% and 10.9%, respectively.

		The following is a reconciliation of the face value of the real 
estate contracts and mortgage notes receivable to the Company's 
carrying value at September 30, 1996 and 1995.




NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED


	2.	REAL ESTATE CONTRACTS AND MORTGAGE NOTES RECEIVABLE, CONTINUED:

						   1996		   1995
						-----------	-----------
			Face value of discounted receiv-
				ables	$	73,226,348	$	51,768,999
			Face value of originated and 
				nondiscounted receivables		10,439,736		10,560,249
			Unrealized discounts, net of 
				unamortized acquisition costs		(4,733,938)		(2,614,937)
			Allowance for losses		(974,487)		(765,130)
			Accrued interest receivable		2,051,094		1,168,038
						-----------	-----------
			Carrying value	$	80,008,753	$	60,117,219
						===========	===========

		The following is an analysis of the allowance for losses on real 
estate contracts and mortgage notes receivable.

						         September 30,
						------------------------------
						  1996		  1995		  1994	
						--------	--------	--------

			Balance, beginning of year	$	765,130	$	250,572	$	96,654
			Provision for losses on real 
			estate contracts and 
			   mortgage notes receivable		212,600		103,950		103,000
			Additions from acquisition of 
				subsidiary				310,957
			Recoveries/(write-offs)		(3,243)		99,651		50,918
						--------	--------	--------
						$	974,487	$	765,130	$	250,572
						========	========	========

		The principal amount of receivables with required principal or 
interest payments being in arrears for more than three months was 
approximately $3,375,000 and $2,675,000 at September 30, 1996 and 
1995, respectively.

		During the year ended September 30, 1995, the Company sold 
approximately $19,600,000 of real estate contracts and mortgage 
notes receivables without recourse and recognized gains of 
approximately $384,000. These sales were primarily made to 
affiliated companies at estimated fair value which resulted in 
the recognition of approximately $212,000 of the gain.





NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED


	2.	REAL ESTATE CONTRACTS AND MORTGAGE NOTES RECEIVABLE, CONTINUED:

		Aggregate amounts of the face value of the Company's real estate 
contracts and mortgage notes receivable at September 30, 1996 
expected to be received, based upon estimated prepayment 
patterns, are as follows:

       Fiscal Year Ending
			   September 30,
			------------------
				1997	$	9,868,257
				1998		9,029,249
				1999		8,290,824
				2000		7,644,576
				2001		7,083,125
				Thereafter		41,750,053
						-----------
				Total	$	83,666,084
						===========

	3.	REAL ESTATE CONTRACTS AND MORTGAGE NOTES RECEIVABLE, HELD FOR 	
	SALE:

		Real estate contracts and mortgage notes receivable, held for 
sale consist of a pool of receivables which are intended to be 
securitized and sold without recourse in a private placement. On 
November 26, 1996, the Company securitized and sold all real 
estate contracts and mortgage notes receivable held for sale at 
September 30, 1996, which resulted in a pretax gain of 
approximately $348,000.

		The Company entered into a securitization transaction during the 
year ended September 30, 1996. The Company participates in these 
securitization transactions with its subsidiaries, Metropolitan 
and Metropolitan's subsidiaries. These receivables are structured 
in classes by credit rating and transferred to a real estate 
trust, which sells pass-through certificates to third parties. 
These securitizations are recorded as sales of receivables and 
gains, net of transaction expenses, and are recognized in the 
consolidated statements of income as each class is sold.







NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED


	3.	REAL ESTATE CONTRACTS AND MORTGAGE NOTES RECEIVABLE, HELD FOR 	
	SALE, CONTINUED:

		During the year ended September 30, 1996, proceeds from 
securitization transactions were approximately $7,009,000 and 
resulted in gains of approximately $297,300. The gain realized 
included approximately $99,000 associated with the estimated fair 
value of the mortgage servicing rights retained on the pool. The 
fair value of these rights was determined based on the estimated 
present value of future net servicing cash flows, including float 
interest and late fees, adjusted for anticipated prepayments. 
These mortgage servicing rights were subsequently sold to an 
affiliated entity prior to September 30, 1996 at the Company's 
carrying value.

		Of the receivables securitized, the Company has retained an 
investment in certain classes of the securities having a fair 
value of approximately $269,000 at September 30, 1996. These 
securities were transferred to the Company's investment portfolio 
and classified as available-for-sale. These certificates are the 
B-4 rated and residual certificate classes and are subordinate to 
the other offered classes of certificates. These classes receive 
the lowest priority of principal and interest distributions and 
thus bear the highest credit risk. The Company provides for this 
risk by reducing the interest yield on these securities and by 
providing a reserve for the principal distributions due on these 
subordinate classes which may not be received due to default or 
loss. The weighted average constant effective yield recognized by 
the Company on these securities was 13.2% at September 30, 1996.

		In June 1996, Statement of Financial Accounting Standards No. 125 
(SFAS 125), "Accounting for Transfers and Servicing of Financial 
Assets and Extinguishments of Liabilities" was issued. SFAS 125 
provides accounting and reporting standards based on a consistent 
application of a financial-components approach that focuses on 
control. Under this approach, after a transfer of financial 
assets, an entity recognizes the financial and servicing assets 
it controls and the liabilities it has incurred, derecognizes 
financial assets when control has been surrendered and 
derecognizes liabilities when extinguished. This statement 
provides consistent standards for distinguishing transfers of 
financial assets that are sales from transfers that are secured 
borrowings. SFAS 125 is effective for transfers and servicing of 
financial assets and extinguishments of liabilities occurring 
after December 31, 1996.




NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED


	4.	OTHER RECEIVABLE INVESTMENTS:

		Other receivable investments include various cash flow invest-
ments primarily comprised of annuities and lottery prizes. 
Annuities are general obligations of the payor, which is 
generally an insurance company. Lottery prizes are general 
obligations of the insurance company or other entity making the 
lottery prize payments. Additionally, when the lottery prizes are 
from a state-run lottery, the lottery prizes are often backed by 
the general credit of the state.

		These investments normally are non-interest bearing and are 
purchased at a discount sufficient to meet the Company's 
investment yield requirements. The weighted average constant 
effective yield on these receivables at September 30, 1996 is 
approximately 12.4%. Maturities range from 1996 to 2035.

		The following is a reconciliation of the face value of the other 
receivable investments to the Company's carrying value at 
September 30, 1996 and 1995.

						   1996		   1995
						-----------	-----------
			Face value of receivables	$	19,103,098	$	28,618,310
			Unrealized discounts, net of 
				unamortized acquisition costs		(7,314,968)		(11,722,408)
						-----------	-----------
			Carrying value	$	11,788,130	$	16,895,902
						===========	===========

		All such receivables at September 30, 1996 were performing in 
accordance with their contractual terms.

		During the years ended September 30, 1996 and 1995, the Company 
sold approximately $11,741,000 and $1,260,000, respectively, of 
these receivables without recourse and recognized gains of 
approximately $680,100 and $128,500, respectively.

		The following individual other receivable investments were in 
excess of ten percent of stockholders' equity at September 30, 
1996 and 1995.

								Aggregate
								Carrying
			            Issuer			Amount
			-------------------------------------		-----------
			1996:
				Michigan State Agency			$	1,738,909
				Safeco Life Insurance Company				977,150
				New York State Agency				966,639
				Arizona State Agency				949,675
				Transamerica Life Insurance Company			666,994




NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED


	4.	OTHER RECEIVABLE INVESTMENTS, CONTINUED:

								Aggregate
								Carrying
			            Issuer			Amount
			-------------------------------------		-----------
			1995:
				Arizona State Agency				3,344,695
				New Jersey State Agency				2,933,380
				New York State Agency				2,364,728
				California State Agency				2,036,041
				Michigan State Agency				906,801

		Aggregate amounts of contractual maturities of other receivables 
(face amounts) at September 30, 1996 are as follows:

			Fiscal Year Ending
			   September 30,
			------------------
					   1997	$	2,549,061
					   1998		2,553,440
					   1999		2,106,077
					   2000		2,296,522
					   2001		1,599,414
					Thereafter		7,998,584
						-----------
					Total	$	19,103,098
						===========


	5.	INVESTMENTS IN AFFILIATED COMPANIES:

		At September 30, 1996 and 1995, investments in affiliated 
companies consisted of:

								Cost and Carrying Value
						Number of	-----------------------
			Type of Shares	Shares		   1996		   1995
			-------------------------	---------	----------	----------
			Metropolitan Mortgage & 
				Securities Co., Inc.:
					Class A common		9	$	420,205	$	420,205
					Preferred:
					  Series C		116,094		1,160,942		1,160,942
			      Series D		24,328		243,278		243,278
			      Series E-1		105,800		1,058,000		1,058,000
			      Series E-4		1,400		140,000		140,000
								----------	----------
									3,022,425		3,022,425
			Consumers Group Holding 
				Co., Inc.:
					Common		19		1,500,000
								----------	----------
								$	4,522,425	$	3,022,425
								==========	==========



NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED


	5.	INVESTMENTS IN AFFILIATED COMPANIES, CONTINUED:

		Class A common stock is the only voting class of Metropolitan's 
stock. Class A common stock is junior to Class B common stock as 
to liquidation preference. At September 30, 1996 and 1995, the 
Company owned 7.09% of Metropolitan's outstanding Class A common 
stock.

		The preferred stock of Metropolitan has a par value of $10 per 
share and has liquidation preferences equal to its issue price. 
They are non-voting and are senior to the common shares as to 
dividends. Dividends are cumulative and at variable rates; 
however, dividends shall be no less than 6% or greater than 14% 
per annum. At September 30, 1996, the preferred Series C, D and 
E-1 had dividend rates of 7.95%. The preferred Series E-4 had a 
dividend rate of 8.45%. Neither the common nor preferred shares 
are traded in a public market.

		At September 30, 1996, the Company owned 3.49% of the outstanding 
common stock of Consumers Group Holding Co., Inc. The Company 
acquired the stock investment in April 1996 in a cash purchase 
from C. Paul Sandifur, Jr. The remaining outstanding shares of 
common stock of Consumers Group Holding Co., Inc. are owned 
by Metropolitan. Consumers Group Holding Co., Inc. owns 
approximately 74.5% of Western United Life Insurance Company 
(Western), a life insurer domiciled in the state of Washington. 
Western had total assets of approximately $1.1 billion at 
September 30, 1996.


	6.	INVESTMENTS:

		A summary of carrying and estimated market values of investments 
at September 30, 1996 and 1995 is as follows:

<TABLE>
<CAPTION>
				                       1996
				-------------------------------------------------
										Estimated
										Market
						Gross		Gross		Value
				Amortized		Unrealized		Unrealized	(Carrying
	Available-for-Sale        	Cost		Gains		Losses		Value)
	-------------------------	----------	----------	----------	----------
	<S>	<C>		<C>		<C>		<C>
	Pass-Through Certificates	$	269,305	$	0	$	0	$	269,305
				==========	==========	==========	==========
</TABLE>




NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED


	6.	INVESTMENTS, CONTINUED:

<TABLE>
<CAPTION>
				                       1996
				-------------------------------------------------
				Amortized
				Cost		Gross		Gross		Estimated
				(Carrying		Unrealized		Unrealized	Market
	Held-to-Maturity        	Value)		Gains		Losses		Value
	-------------------------	----------		----------	----------	----------
	<S>	<C>		<C>		<C>		<C>
	U.S. Government Bonds	$	5,735,579	$	0	$	(111,140)	$	5,624,439
	Corporate Bonds		2,014,499		0		(16,744)		1,997,755
				----------		----------	----------	----------
				$	7,750,078	$	0	$	(127,884)	$	7,622,194
				==========	==========	==========	==========
<CAPTION>

				                       1995
				-------------------------------------------------
				Amortized
				Cost		Gross		Gross		Estimated
				(Carrying		Unrealized		Unrealized	Market
	Held-to-Maturity       	Value)		Gains		Losses		Value	
	-------------------------		----------		----------	----------	----------
	<S>	<C>		<C>		<C>		<C>
	U.S. Government Bonds	$	5,229,949	$	0	$	(144,091)	$	5,085,858
	Corporate Bonds		3,039,592		0		(53,985)		2,985,607
				----------		----------	----------	----------
				$	8,269,541	$	0	$	(198,076)	$	8,071,465
				==========	==========	==========	==========
</TABLE>


All bond held at September 30, 1996 were performing in accordance 
with their terms.

During the year ended September 30, 1996, in accordance with a 
Special Report issued by the Financial Accounting Standards Board, 
OSL reassessed and reclassified held-to-maturity debt securities 
with a carrying value of approximately $999,000 to the available-
for-sale classification. At the date of the transfer, the debt 
securities were valued at fair value of approximately $999,000.

During the year ended September 30, 1995, upon the acquisition of 
OSL, the Company reclassified an investment with an amortized cost 
of approximately $992,000 from held-to-maturity to available-for-
sale. The investment was subsequently sold in 1995 at a loss of 
approximately $8,000 when the issuer called the bond.




NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED


	6.	INVESTMENTS, CONTINUED:

		During the year ended September 30, 1994, prior to its 
acquisition, OSL transferred approximately $6,000,000 of 
investments from its available-for-sale portfolio to its held-to-
maturity portfolio. At the date of transfer, these investments 
had net unrealized losses of approximately $29,000 before income 
taxes. These unrealized losses are being recognized over the 
remaining term of the investments transferred using the interest 
method. At September 30, 1996, the remaining unamortized loss of 
$10,134, net of income taxes, is reported as a reduction of 
stockholders' equity.

		The following individual investments (excluding U.S. government 
bonds) held by the Company at September 30, 1996 and 1995 were in 
excess of ten percent of stockholders' equity:

								Aggregate
								Carrying
			            Issuer			Amount
			---------------------------------------		-----------
			1996:
				Corporate Bonds:
					General Electric Credit Corporation		$	1,012,613
					Wal-Mart Stores				1,001,886

			1995:
				Corporate Bonds:
					Countrywide Funding 				1,004,526
					General Electric Credit Corporation			1,031,930
					Wal-Mart Stores				1,003,136


		At September 30, 1996, the contractual maturities of the held-to-
maturity securities are shown below. Expected maturities will 
differ from contractual maturities because issuers may have the 
right to call or prepay obligations with or without call or pre-
payment penalties.


						Estimated
						Amortized		Market
			Held-to-Maturity Securities	Cost		Value	
			-----------------------------------	-----------	-----------

				Due in one year or less	$	1,511,471	$	1,506,609
				Due after one year through five 
					years		6,238,607		6,115,585
						-----------	-----------
						$	7,750,078	$	7,622,194
						===========	===========





NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED


	7.	DEBT PAYABLE:

		At September 30, 1996 and 1995, debt payable consists of:


						   1996		   1995
						-----------	-----------

			Reverse repurchase agreements with 
				various securities brokers, 
				interest at 5.9% per annum; due 
				on October 1, 1996; collateral-
				ized by $3,900,000 in U.S. 
				Treasury bonds	$	3,802,500

			Real estate contracts and mortgage 
				notes payable, interest rates 
				ranging from 7% to 8.5%, due in 
				installments through 2002, 
				collateralized by senior liens 
				on certain of the Company's real 
				estate contracts, mortgage notes 
				receivable and real estate held 
				for sale		37,875	$	104,067
						
			Accrued interest payable		10,595		569
						-----------	-----------
						$	3,850,970	$	104,636
						===========	===========

		Aggregate amounts of principal and accrued interest due on debt 
payable at September 30, 1996 are as follows:

			Fiscal Year Ending
			   September 30,
			------------------
					   1997	$	3,823,744
					   1998		11,553
					   1999		11,612
					   2000		1,806
					   2001		1,760
				  Thereafter		495
						-----------
				  Total	$	3,850,970
						===========



NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED


	8.	INVESTMENT CERTIFICATES:

		At September 30, 1996 and 1995, investment certificates consist 
of:

			Annual
			Interest	Principally
			Rates	Maturing in	   1996		   1995	
			----------	-------------------	-----------	-----------

			6% to 7%	1997 and 1998	$	1,547,283	$	810,558
			7% to 8%	1997, 1998 and 1999		1,946,646		1,789,822
			8% to 9%	1999, 2000 and 2001		26,380,522		22,070,089
			9% to 10%	1997 and 2001		8,370,330		2,831,765
			10% to 11%	1997 and 2001		199,926		6,222,424
							-----------	-----------
								38,444,707		33,724,658
			Compound and accrued interest		4,379,164		4,821,238
							-----------	-----------
			Totals		$	42,823,871	$	38,545,896
							===========	===========

		The weighted average interest rate on outstanding investment 
certificates at September 30, 1996 and 1995 was approximately 
8.5% and 8.8%, respectively.

		Investment certificates (including principal and compound and 
accrued interest) at September 30, 1996 mature as follows:

			Fiscal Year Ending
			   September 30,
			------------------
					   1997	$	7,085,000
					   1998		9,834,000
					   1999		8,361,000
					   2000		6,822,000
					   2001		10,528,000
					Thereafter		193,871
						-----------
					Total	$	42,823,871
						===========




NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED


	9.	DEFERRED COSTS:

		An analysis of deferred costs related to annuity acquisition and 
investment certificates for the years ended September 30, 1996, 
1995 and 1994 is as follows:

<TABLE>
<CAPTION>
					Annuity		Investment
						Acquisition	Certificates	Total	
						-----------	------------	----------
		<S>		<C>		<C>		<C>
	Balance, September 30, 1993			$	524,376	$	524,376
		Deferred during the period:
			Commissions				299,748		299,748
			Other expense				144,354		144,354
					-----------	------------	----------
		Total deferred costs				968,478		968,478
		Amortized during the period				(262,484)		(262,484)
					-----------	------------	----------
	Balance, September 30, 1994				705,994		705,994
		Increase due to acquisition of 
			life insurance affiliate	$	2,614,778				2,614,778
		Deferred during the period:
			Commissions		291,050		259,633		550,683
			Other expense		47,885		182,142		230,027
					-----------	------------	----------
		Total deferred costs		2,953,713		1,147,769		4,101,482
		Amortized during the period		(198,190)		(321,090)		(519,280)
					-----------	------------	----------
	Balance, September 30, 1995		2,755,523		826,679		3,582,202
		Deferred during the period:
			Commissions		722,861		390,713		1,113,574
			Other expense		459,525		194,485		654,010
					-----------	------------	----------
		Total deferred costs		3,937,909		1,411,877		5,349,786
		Amortized during the period		(84,773)		(402,967)		(487,740)
					-----------	------------	----------
	Balance, September 30, 1996	$	3,853,136	$	1,008,910	$	4,862,046
					===========	============	==========
</TABLE>

		The amortization of deferred annuity acquisition costs, which is 
based on the estimated gross profits of the underlying annuity 
products, could be changed significantly in the near term due to 
changes in the interest rate environment. As a result, the 
recoverability of these costs may be adversely affected in the 
near term.






NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED


	10.	INCOME TAXES:

		The tax effect of the temporary differences giving rise to the 
Company's deferred tax assets and liabilities as of September 30, 
1996 and 1995 is as follows:

			1996	Assets		Liabilities
			-----------------------------------	----------	-----------
			Mark to market for investment 
				securities	$	5,238
			Guaranty fund assessments		180,645
			Annuity reserves		734,150
			Management fee payable			$	215,686
			Allowance for losses on real estate 
				and receivables		362,436
			Deferred policy acquisition costs				1,724,548
			Deferred contract acquisition costs 
				and discount yield recognition				958,473
			Net operating loss carryforwards		189,416
			Other		743		
						----------	----------
			Total deferred income taxes	$	1,472,628	$	2,898,707
						==========	==========

			1995	Assets		Liabilities
			-----------------------------------	----------	-----------
			Mark to market for investment 
				securities			$	73,468
			Guaranty fund assessments	$	150,045
			Annuity reserves		597,743
			Management fee payable				402,101
			Allowance for losses on real estate 
				and receivables		196,202
			Deferred policy acquisition costs				936,878
			Deferred contract acquisition costs 
				and discount yield recognition				1,486,157
			Net operating loss carryforwards		535,500
			Other		127,912		
						----------	----------
			Total deferred income taxes	$	1,607,402	$	2,898,604
						==========	==========

		No valuation allowance has been established to reduce the 
deferred tax assets, as it is more likely than not that these 
assets will be realized due to the future reversals of existing 
taxable temporary differences. At September 30, 1996, the 
Company's remaining net operating loss carryforwards of 
approximately $560,000 expire in years 2006 through 2010. 	
	Realization is dependent on the generation of sufficient 
taxable income prior to expiration of the net operating loss 
carryforwards. The amount of the deferred tax asset considered 
realizable, however, could be reduced in the near term if 
estimates of future taxable income during the carryforward period 
are reduced.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED


	10.	INCOME TAXES, CONTINUED:

		Due to the Company's previous change in ownership, the above net 
operating losses are subject to the provisions of Internal 
Revenue Code Section 382, which limits the annual utilization of 
net operating losses to approximately $200,000 per year.

		Following is a reconiliation of the provision for income taxes to 
an amount computed by applying the statutory federal income tax 
rate to income before income taxes as follows:
						  1996		  1995		  1994
						--------	--------	--------
			Federal income tax at statu-
				tory rate	$	504,041	$	281,270	$	137,797
			Affiliate corporate dividend 
				received deduction		(47,661)		(49,921)
			Small life insurance company 
				deduction		(225,669)
			Other		7,240		8,358		2,610
						--------	--------	--------
			Income tax provision	$	237,951	$	239,707	$	140,407
						========	========	========

		The components of the provision for income taxes are as follows:

						  1996		  1995		  1994	
						--------	--------	--------
			Current	$	103,074	$	75,458	$	3,907
			Deferred		134,877		164,249		136,500
						--------	--------	--------
						$	237,951	$	239,707	$	140,407
						========	========	========

	11.	STOCKHOLDERS' EQUITY:

		A summary of preferred and common stock at September 30, 1996 and 
1995 is as follows:
<TABLE>
<CAPTION>


										Issued and Outstanding Shares
										----------------------------------
						Authorized Shares		      1996		      1995
						--------------------	----------------	----------------
						  1996		  1995		Shares	Amount		Shares	Amount
						---------	---------	------	--------	------	--------
			<S>		<C>		<C>		<C>		<C>		<C>		<C>
			Registered 
				preferred stock:
					Series S-1		185,000		185,000		36,460	$	364,603		35,622	$	356,222
					Series S-2		150,000				4,852		48,514
					Series S-RP		80,000
						---------	---------	------	--------	------	--------
							415,000		185,000		41,312	$	413,117		35,622	$	356,222
						=========	=========	======	========	======	========
			Common stock		2,000,000		2,000,000		10,000	$	100,000	10,000	$	100,000
						=========	=========	======	========	======	========
</TABLE>




NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED


	11.	STOCKHOLDERS' EQUITY, CONTINUED:

		The Company has authorized 10,000,000 total shares of Series S 
preferred stock, of which varying amounts of shares of Series 
		S-1, S-2 and S-RP were registered at September 30, 1996. The 
Company has the right, without further stockholder approval, to 
establish additional series of preferred stock with provisions 
different than those described below for the Series S-1, S-2 and 
S-RP preferred stock.

		Series S-1, S-2 and S-RP preferred stock is cumulative and the 
holders thereof are entitled to receive monthly dividends at an 
annual rate equal to the highest of the "Treasury Bill Rate," 
the "Ten Year Constant Maturity Rate" or the "Twenty Year 
Constant Maturity Rate" as defined in the offering prospectus 
determined immediately prior to declaration date. The board of 
directors may, at its sole option, declare a higher dividend 
rate; however, dividends shall be no less than 6% or greater 
than 14% per annum.

		Series S-1, S-2 and S-RP preferred stock have a par value of $10 
per share and were or will be sold to the public at $100 per 
share. Series S-1 and S-2 shares are callable at the sole option 
of the board of directors at $100 per share. Series S-RP shares 
are callable at the sole option of the board of directors at 
$102 per share before October 1, 1997 and at $100 per share 
after September 30, 1997.

		All preferred shares have liquidation preferences equal to their 
issue price, are non-voting and are senior to the common shares 
as to dividends. All preferred stock dividends are based upon 
the original issue price.

		The payment of dividends by the Company's wholly owned life 
insurance subsidiary is subject to certain restrictions imposed 
by statute (see Note 14). Dividends can only be paid out of 
earned surplus. Earned surplus includes accumulated statutory 
basis earnings of the Company and surplus arising from 
unrealized capital gains or the revaluation of assets. The Idaho 
Insurance Code presently requires the life insurance subsidiary 
to maintain $1 million in common stock and $1 million in 
contributed surplus.


	12.	RELATED-PARTY TRANSACTIONS:

		The Company receives accounting, data processing, contract 
servicing and other administrative services from Metropolitan. 
Charges for these services were approximately $586,000, $315,000 
and $58,000 in fiscal 1996, 1995 and 1994, respectively, and 
were assessed based on the number of real estate contracts and 
mortgage notes receivable serviced by Metropolitan on the 
Company's behalf. Other indirect services provided by 
Metropolitan to the Company, such as management and regulatory 
compliance, were not directly charged to the Company.




NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED


	12.	RELATED-PARTY TRANSACTIONS, CONTINUED:

		Management believes that these charges are reasonable and result 
in the reimbursement to Metropolitan of all significant direct 
expenses incurred on behalf of the Company and its subsidiaries. 
Currently, management anticipates that Metropolitan will 
continue to supply these services in the future.

		The Company had the following related-party transactions with 
Metropolitan and affiliates during fiscal years 1996, 1995 and 
1994:

<TABLE>
<CAPTION>

						   1996		   1995		   1994
						-----------	-----------	-----------
			<S>		<C>		<C>		<C>
			Real estate contracts and mort-
				gage notes receivable and 
				other receivable investments 
				purchased through Metropolitan 
				or affiliates	$	45,734,241	$	42,479,766	$	19,495,714

			Capitalized acquisition costs 
				charged to the Company on pur-
				chased real estate contracts 
				and mortgage notes receivable, 
				including management under-
				writing fees		1,753,206		1,967,409		681,991
						-----------	-----------	-----------
			Total cost of real estate con-
				tracts and mortgage notes and
				other receivable investments 
				purchased through Metropolitan	$	47,487,447	$	44,447,175	$	20,177,705
						===========	===========	===========
			Real estate contracts and mort-
				gage notes receivable and other 
				receivable investments sold to 
				Metropolitan or its affiliates			$	17,098,581	$	10,122,544

			Gains on real estate contracts and 
				mortgage notes receivable and 
				other receivable investments 
				sold to Metropolitan or its 
				affiliates				335,469

			Service fees charged to Metro-
				politan for property develop-
				ment assistance	$	2,038,202		1,250,017

			Commissions and service fees 
				charged to Metropolitan on 
				sale of Metropolitan's 
				debentures and preferred stock		369,080		1,124,481

			Interest expense paid to Metro-
				politan and its affiliated 
				companies						11,684
</TABLE>




NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED


	12.	RELATED-PARTY TRANSACTIONS, CONTINUED:

<TABLE>
<CAPTION>

						   1996		   1995		   1994
						-----------	-----------	-----------
			<S>		<C>		<C>		<C>
			Commissions capitalized as 
				deferred costs, paid to a 
				Metropolitan affiliate on sale 
				of debentures				86,491		299,748

			Commissions deducted from addi-
				tional paid-in capital, paid to 
				a Metropolitan affiliate on 
				sale of preferred stock				13,249		7,552

			Dividends received on Metro-
				politan's preferred stock 
				investments		200,256		256,991

</TABLE>

		Receivables from Metropolitan or its affiliates of $1,296,290 at 
September 30, 1996 represent amounts owed to the Company related 
primarily to collections on real estate contract and mortgage 
note receivables and are included in other assets. Advances due 
Metropolitan or its affiliates in the amount of $1,960,104 at 
September 30, 1995 represent real estate contracts and mortgage 
notes receivable and related costs advanced by Metropolitan on 
behalf of the Company and are included in accounts payable.

		The Company receives management, receivable acquisition and 
receivable collections services from Metropolitan for a fee 
pursuant to the terms of the Management, Receivable Acquisition 
and Servicing Agreement. The receivable acquisition fees are 
based upon yield requirements established by the Company. The 
Company pays, as its receivable acquisition service fee, the 
difference between the yield requirement and the yield which 
Metropolitan actually negotiates when the receivable is 
acquired. During the year ended September 30, 1996, 1995 and 
1994, the Company incurred service fees for receivable 
acquisition from Metropolitan of approximately $1,753,000, 
$1,967,000 and $682,000, respectively. The agreements are non-
exclusive and may be terminated in whole or part by either party 
upon notice to the other party.

		MIS is a securities broker/dealer and member of the National 
Association of Securities Dealers. It markets the securities 
products of Summit and of Metropolitan. MIS charges commissions 
ranging from .25% to 6% of the face value of the security sold. 
The commission rate depends on the type of security sold, its 



NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED


	12.	RELATED-PARTY TRANSACTIONS, CONTINUED:

		stated term and whether the security sale involved a 
reinvestment by a prior investor or a new investment. 
Commissions and service fees charged to Metropolitan during the 
years ended September 30, 1996 and 1995 were approximately 
$369,000 and $1,125,000, respectively.

		Summit Property Development, Inc., a wholly owned subsidiary of 
Summit, provides real estate development services for a fee. 
Currently its principal client is Metropolitan. Such services 
may include, but are not limited to the following: sales, 
marketing, market analysis, architectural services, design 
services, subdividing properties and coordination with 
regulatory groups to obtain the approvals which are necessary to 
develop a particular property. The fees charged to Metropolitan 
for these services were approximately $2,038,000 and $1,250,000 
during the years ended September 30, 1996 and 1995, 
respectively.

		The Company's employees are included in the Metropolitan 
Mortgage & Securities Co., Inc. Retirement Savings Plan (the 
Plan), authorized under Section 401(k) of the Tax Reform Act of 
1986, as amended. This Plan is available to all employees over 
the age of 21 upon completion of six months of service in which 
he or she has earned 500 hours of service. Employees may defer 
from 1% to 15% of their compensation in multiples of whole 
percentages. The Company matches contributions equal to 25% of 
pre-tax contributions up to a maximum of 6% of compensation. 
This match is made only if the Company has a net profit during 
the preceding fiscal year. In lieu of services performed, the 
contribution relating to the Company's employees was made by 
Metropolitan during the years ended September 30, 1996, 1995 and 
1994.


	13.	ANNUITY RESERVES AND GUARANTY FUND ASSESSMENTS:

		Annuity reserves are based upon contractual amounts due the 
annuity holder including accrued interest. Annuity contract 
interest rates ranged from 5.4% to 10.4% during the year ended 
September 30, 1996 and 5.75% to 10.65% during the four-month 
period ended September 30, 1995.

		All states in which the Company's insurance subsidiaries operate 
have laws requiring solvent life insurance companies to pay 
assessments to protect the interests of policyholders of 
insolvent life insurance companies. Assessments are levied on 
all member insurers in each state based on a proportionate share 
of premiums written by member insurers in the lines of business 
in which the insolvent insurers engaged. A portion of these 
assessments can be offset against the payment of future premium 
taxes. However, future changes in state laws could decrease the 
amount available for offset.





NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED


	13.	ANNUITY RESERVES AND GUARANTY FUND ASSESSMENTS, CONTINUED:

		The net amount expensed by the Company's life insurance 
subsidiaries for guaranty fund assessments and amounts estimated 
to be assessed for the year ended September 30, 1996 and the 
four-month period ended September 30, 1995 were $90,000 and 
$25,000, respectively. The Company's estimate of these 
liabilities is based upon updated information from the National 
Organization of Life and Health Insurance Guaranty Associations 
regarding insolvencies occurring during the years 1990 through 
1994. These estimates are subject to future revisions based upon 
the ultimate resolution of the insolvencies and resultant 
losses. The Company cannot reasonably estimate the additional 
effects, if any, upon its future assessments pending the 
resolution of the above-described insolvencies. As a result of 
these uncertainties, the Company's estimate of future 
assessments could change in the near term.  The Company does not 
believe that the amount of future assessments associated with 
known insolvencies after 1994 will be material to its financial 
condition or results of operations. The amount of estimated 
future guaranty fund assessment has been recorded net of a 7% 
discount rate applied to the estimated payment term of 
approximately seven years.


	14.	STATUTORY ACCOUNTING (UNAUDITED):

		The life insurance subsidiaries of the Company are required to 
file statutory financial statements with state insurance 
regulatory authorities in their states of domicile. Accounting 
principles used to prepare these statutory financial statements 
differ from generally accepted accounting principles (GAAP). 
Selected differences between the statutory and the GAAP 
financial statements for the insurance subsidiaries as of and 
for the years ended September 30, 1996 and 1995, respectively, 
are as follows:

						Statutory		GAAP
						-----------	-----------
			Stockholders' equity:
				1996	$	9,505,116	$	11,396,286
				1995		2,248,969		2,743,415

			Net income:
			1996		374,703		1,285,135
			1995 (four-month period ended 
				September 30, 1995)		435,574		86,031

			Unassigned statutory funds and 
				retained earnings/(deficit):
					1996		(1,002,284)		1,138,886
					1995		248,969		755,299




NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED


	14.	STATUTORY ACCOUNTING (UNAUDITED), CONTINUED:

		The National Association of Insurance Commissioners (NAIC) 
currently is in the process of codifying statutory accounting 
practices, the result of which is expected to constitute the 
only source of "prescribed" statutory accounting practices. 
Accordingly, that project, which is expected to be completed in 
1997, will likely change, to some extent, prescribed statutory 
accounting practices that insurance enterprises use to prepare 
their statutory financial statements. Written approval was 
received from the Insurance Department of the state of Idaho to 
capitalize the underwriting fees charged to OSL by Metropolitan 
and to amortize these fees as an adjustment of the yield on 
acquired receivables. Statutory accounting practices prescribed 
by the state of Idaho do not describe the accounting required 
for this type of transaction. As of September 30, 1996, this 
permitted accounting practice increased statutory surplus by 
approximately $435,000 over what it would have been had 
prescribed practices disallowed this accounting treatment.

		The regulatory authorities impose minimum risk-based capital 
requirements on insurance enterprises that were developed by the 
NAIC. The formulas for determining the amount of risk-based 
capital (RBC) specify various weighting factors that are applied 
to financial balances or various levels of activity based on 
perceived degree of risk. Regulatory compliance is determined by 
a ratio of the enterprise's regulatory total adjusted capital, 
as defined by the NAIC, to its authorized control level, RBC, as 
defined by the NAIC. Enterprises below specific trigger points 
or ratios are classified within certain levels, each of which 
requires specified corrective action. The RBC measure of the 
insurance subsidiaries at September 30, 1996 and 1995 was above 
the minimum standards.


	15.	SUPPLEMENTAL DISCLOSURES FOR STATEMENTS OF CASH FLOWS:

		Supplemental information on interest and income taxes paid 
during the years ended September 30, 1996, 1995 and 1994 is as 
follows:
<TABLE>
<CAPTION>
						   1996		   1995		   1994
						-----------	-----------	-----------
			<S>		<C>		<C>		<C>
			Interest paid	$	3,914,390	$	1,536,137	$	1,298,248
			Income taxes paid (refunded)		(62,591)		128,190		3,907
</TABLE>





NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED


	15.	SUPPLEMENTAL DISCLOSURES FOR STATEMENTS OF CASH FLOWS, 
CONTINUED:

		Non-cash investing and financing activities of the Company 
during the years ended September 30, 1996, 1995 and 1994 are as 
follows:

<TABLE>
<CAPTION>
						   1996		   1995		   1994
						-----------	-----------	-----------
			<S>		<C>		<C>		<C>
			Assumption of other debt payable 
				in conjunction with purchase of 
				real estate contracts and mort-
				gage notes receivable	$	26,823	$	162,597	$	81,451

			Assumption of other debt payable 
				in conjunction with acquisition 
				of real estate held for sale				15,528		63,650

			Real estate held for sale acquired 
				through foreclosure		1,474,233		1,232,732		437,448

			Loans to facilitate the sale of 
				real estate		1,013,314		959,813		81,800

			Exchange of the Company's pre-
				ferred stock as full considera-
				tion for Metropolitan preferred 
				and common stock						3,022,425

			Additional paid-in capital resulting 
				from income tax benefits associated 
				with the change in tax affiliation					206,872

			Transfer of securities from held-to-
				maturity to available-for-sale		999,204

			Increase in assets and liabilities 
				associated with purchase of 
				subsidiaries:
					Held-to-maturity investment 
					  securities		493,695		9,401,577
					Real estate contracts and mort-
					  gage notes receivable				32,080,899
					Real estate held for sale				503,298
					Deferred costs 				2,614,778
					Other assets		268,044		205,504
					Annuity reserves				44,558,959
					Accounts payable and other 
					  liabilities				1,653,970

</TABLE>





NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED


	16.	FAIR VALUE OF FINANCIAL INSTRUMENTS:

		The following disclosure of the estimated fair value of 
financial instruments is made in accordance with the 
requirements of Statement of Financial Accounting Standards No. 
107, "Disclosures about Fair Value of Financial Instruments." 
The estimated fair value amounts have been determined using 
available market information and appropriate valuation 
methodologies. However, considerable judgment is necessarily 
required to interpret market data and to develop the estimates 
of fair value. Accordingly, the estimates presented herein are 
not necessarily indicative of the amounts the Company could 
realize in a current market exchange. The use of different 
market assumptions and/or estimation methodologies may have a 
material effect on the estimated fair value amounts.

		The following methods and assumptions were used to estimate the 
fair value of each class of financial instruments for which it 
is practicable to estimate that value. Potential income tax 
ramifications related to the realization of unrealized gains and 
losses that would be incurred in an actual sale and/or 
settlement have not been taken into consideration.

			INVESTMENTS IN AFFILIATED COMPANIES - Fair value is estimated 
by management to equal carrying amounts. The preferred shares 
are not publicly traded; however, preferred share dividends 
are paid at variable rates.

			PUBLICLY TRADED INVESTMENT SECURITIES - Fair value is 
determined by quoted market prices.

			REAL ESTATE CONTRACTS AND MORTGAGE NOTES RECEIVABLE - For 
loans, the discount rate is estimated using rates currently 
offered for loans of similar characteristics that reflect the 
credit and interest rate risk inherent in the loan. For 
residential mortgage loans, fair value is estimated by 
discounting contractual cash flows adjusted for prepayment 
estimates. The prepayment estimates are based upon internal 
historical data. 

			OTHER RECEIVABLE INVESTMENTS - The fair value of other 
receivable investments is based on the discounted value of 
contractual cash flows. The discount rate is estimated using 
the rates currently offered for investments with similar 
credit ratings and similar remaining maturities.

			INVESTMENT CERTIFICATES AND DEBT PAYABLE - The fair value of 
debenture bonds and debt payable is based on the discounted 
value of contractual cash flows. The discount rate is 
estimated using the rates currently offered for debt with 
similar remaining maturities.




NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED


	16.	FAIR VALUE OF FINANCIAL INSTRUMENTS, CONTINUED:

		The estimated fair values of the following financial instruments 
as of September 30, 1996 are as follows:

						Carrying
						Amounts		Fair Value
						-----------	-----------
			Financial assets:
				Cash and cash equivalents	$	4,461,315	$	4,461,315
				Investments:
					Affiliated companies		4,522,475		4,522,475
					Available-for-sale securities		269,305		269,305
					Held-to-maturity securities		7,750,078		7,622,194
				Real estate contracts and 
					mortgage notes receivable		78,932,146		79,426,539
				Other receivable investments		11,788,130		12,404,341
			Financial liabilities:
				Investment certificates - 
					principal and compound 
					interest		42,148,886		42,545,085
				Debt payable - principal		3,840,375		3,840,375


		LIMITATIONS  - The fair value estimates are made at a discrete 
point in time based on relevant market information and 
information about the financial instruments. Because no market 
exists for a significant portion of these financial instruments, 
fair value estimates are based on judgments regarding future 
expected loss experience, current economic conditions, risk 
characteristics of various financial instruments and other 
factors. These estimates are subjective in nature and involve 
uncertainties and matters of significant judgment and, 
therefore, cannot be determined with precision. Changes in 
assumptions could significantly affect the estimates. 
Accordingly, the estimates presented herein are not necessarily 
indicative of what the Company could realize in a current market 
exchange. 




NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED


	17.	PARENT COMPANY ONLY FINANCIAL STATEMENTS:

		The condensed balance sheets of Summit Securities ("Summit "or 
the "parent company") at September 30, 1996 and 1995 are as 
follows:
<TABLE>
<CAPTION>
							    1996		    1995
							------------	------------
			<S>			<C>		<C>
			               ASSETS

			Cash and cash equivalents	$	1,466,892	$	1,673,584
			Investments		4,605,199		3,022,425
			Real estate contracts and mortgage notes 
				receivable and other receivable investments		29,540,599		34,294,855
			Real estate held for sale		761,980		269,632
			Equity in subsidiary companies		10,338,846		3,203,359
			Deferred costs, net		1,118,781		861,601
			Other assets, net		95,953		30,698
			Receivables from affiliates		513,176
							------------	------------
					Total assets	$	48,441,426	$	43,356,154
							============	============
                      LIABILITIES

			Investment certificates and accrued interest	$	42,823,871	$	38,545,896
			Debt payable		38,417		104,636
			Accounts payable and accrued expenses		65,961		170,689
			Payable to affiliates				400,964
			Deferred income taxes		154,403		226,902
							------------	------------
					Total liabilities		43,082,652		39,449,087
							------------	------------
                  STOCKHOLDERS' EQUITY

			Preferred stock, $10 par (liquidation 
				preference, $4,131,170 and $3,562,220)		413,117		356,222
			Common stock, $10 par		100,000		100,000
			Additional paid-in capital		2,269,137		1,786,991
			Retained earnings		2,586,654		1,675,738
			Net unrealized losses on investments		(10,134)		(11,884)
							------------	------------
				Total stockholders' equity		5,358,774		3,907,067
							------------	------------

				Total liabilities and stockholders' equity	$	48,441,426	$	43,356,154
							============	============
</TABLE>




NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED


	17.	PARENT COMPANY ONLY FINANCIAL STATEMENTS, CONTINUED:

		Summit's condensed statements of income for the years ended 
September 30, 1996 and 1995 are as follows:

<TABLE>
<CAPTION>
									   1996		   1995
										------------	-----------
			<S>					<C>		<C>
			Revenues:
				Interest and earned discounts			$	4,006,818	$	3,709,749
				Dividends				200,256		256,991
				Fees, commissions, service and other income		83,375		104,571
				Real estate sales				434,500		941,500
				Realized net gains on sales of investments
					and receivables				167,301		318,989
										------------	-----------
					   Total revenues				4,892,250		5,331,800
										------------	-----------
			Expenses:
				Interest, net				3,710,164		3,251,334
				Cost of real estate sold				479,038		929,481
				Provision for losses on real estate assets			7,353		305,850
				Salaries and employee benefits				70,368
				Other operating expenses				665,204		335,356
										------------	-----------
					   Total expenses				4,932,127		4,822,021
										------------	-----------
			Income (loss) from operations before income 
				taxes and equity in net income of 
				subsidiaries				(39,877)		509,779
			Income tax benefit (provision)				55,956		(128,014)
										------------	-----------
			Income (loss) before equity in net income 
				of subsidiaries				16,079		381,785
			Equity in net income of subsidiaries			1,228,443		205,794
										------------	-----------
			Net income			$	1,244,522	$	587,559
									===========	===========
</TABLE>





NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED


	17.	PARENT COMPANY ONLY FINANCIAL STATEMENTS, CONTINUED:

		Summit's condensed statements of cash flows for the years ended 
September 30, 1996 and 1995 are as follows:

<TABLE>
<CAPTION>
									   1996		   1995
									------------	-----------
			<S>					<C>		<C>
			Cash flows from operating activities:
				Net income			$	1,244,522	$	587,559
				Adjustments to reconcile net income to net
					cash provided by operating activities			(2,343,987)		1,198,232
									------------	-----------
						Net cash provided by (used in) 
						  operating activities				(1,099,465)		1,785,791
									------------	-----------
			Cash flows from investing activities:
				Principal payments on real estate contracts 
					and mortgage notes receivable and other 
					receivable investments				7,334,388		4,534,137
				Proceeds from sales of real estate contracts 
					and mortgage notes receivable and other 
					receivable investments				11,684,033		14,996,805
				Acquisition of real estate contracts and 
					mortgage notes and other receivable 
					investments				(13,719,365)	
	(25,763,742)
				Proceeds from real estate sales				37,323		117,710
				Purchase of investments				(1,582,774)
				Additions to real estate held for sale			(211,464)		(75,353)
				Net change in investment in and advances to
			  	subsidiaries				(6,819,434)		(2,661,218)
									------------	-----------
						Net cash used in investing activities			(3,277,293)		(8,851,661)
									------------	-----------
			Cash flows from financing activities:
				Net borrowings (repayments) from banks and 
					others				(93,016)		(193,631)
				Debt issuance costs				(662,402)		(476,697)
				Issuance of investment certificates			13,291,967		8,585,470
				Repayment of investment certificates			(8,571,918)		(2,847,347)
				Issuance of preferred stock				539,041		371,956
				Cash dividends				(333,606)		(309,061)
									------------	-----------
						Net cash provided by financing 
						  activities				4,170,066		5,130,690
									------------	-----------
			Net decrease in cash and cash equivalents			(206,692)		(1,935,180)
			Cash and cash equivalents at beginning of year		1,673,584		3,608,764
									------------	-----------



			Cash and cash equivalents at end of year		$	1,466,892	$	1,673,584
									===========	===========

</TABLE>





NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED


	17.	PARENT COMPANY ONLY FINANCIAL STATEMENTS, CONTINUED:

		Non-cash investing and financing activities not included in 
Summit's condensed statements of cash flows for the years ended 
September 30, 1996 and 1995 are as follows:

<TABLE>
<CAPTION>
									   1996		   1995
										------------	-----------
			<S>					<C>		<C>
			Loans to facilitate the sale of real estate		$	297,177	$	823,790
			Real estate acquired through foreclosure			901,175		933,534
			Debt assumed with acquisition of real estate 
				contracts and mortgage notes and debt assumed 
				upon foreclosure of real estate contracts			26,823		178,125
			Change in net unrealized gains (losses) on
				investments				1,750		(11,884)
</TABLE>

		Accounting policies followed in the preparation of the preceding 
condensed financial statements of Summit (parent company only) 
are the same as those policies described in the consolidated 
financial statements except that the equity method was used in 
accounting for the investments in and net income from 
subsidiaries. 

		At September 30, 1996 and 1995, Summit's debt payable consists 
of the following:


<TABLE>
<CAPTION>
									   1996		   1995
										------------	-----------
			<S>					<C>		<C>
			Real estate contracts and mortgage notes 
				payable, interest rates ranging from 7% 
				to 8.5%, due in installments through 
				2002; collateralized by senior liens
				on certain of the Company's real estate 
				contracts, mortgage notes and real estate 
				held for sale			$	37,875	$	104,067

			Accrued interest payable				542		569
									-----------	-----------
									$	38,417	$	104,636
									===========	===========
</TABLE>





NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED


	17.	PARENT COMPANY ONLY FINANCIAL STATEMENTS, CONTINUED:

		Aggregate amounts of principal payments due on the parent 
company's debt payable are expected to be as follows:

			Fiscal Year Ending
				September 30,
			------------------           

					  1997	$	11,200
					  1998		11,600
					  1999		11,600
					  2000		1,800
					  2001		1,800
					Thereafter		417
							-------
							$	38,417
							=======

		At September 30, 1996 and 1995, Summit's investment certficiates 
consisted of the following:

<TABLE>
<CAPTION>
							Principally
			Annual Interest Rates	Maturing in	    1996		    1995
			---------------------	-------------------	------------	------------			<S>			<C>	<C>		<C>
			6% to 7%	1997 and 1998 	$	1,547,283	$	810,558
			7% to 8%	1997, 1998 and 1999		1,946,646		1,789,822
			8% to 9%	1999, 2000 and 2001		26,380,522		22,070,089
			9% to 10%	1997 and 2001		8,370,330		2,831,765
			10% to 11%	1997 and 2001		199,926		6,222,424
								------------	------------
									38,444,707		33,724,658
			Compound and accrued interest		4,379,164		4,821,238
								------------	------------
								$	42,823,871	$	38,545,896
								============	============
</TABLE>

		Maturities of the parent company's investment certificates are 
as follows:

			Fiscal Year Ending
				September 30,
			------------------           
						 1997	$	7,085,000
						 1998		9,834,000
						 1999		8,361,000
						 2000		6,822,000
						 2001		10,528,000
					Thereafter		193,871
							------------
							$	42,823,871
							============




NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED


	17.	PARENT COMPANY ONLY FINANCIAL STATEMENTS, CONTINUED:

		Summit had the following related party transactions with its 
various subsidiaries and affiliated entities:
<TABLE>
<CAPTION>
									   1996		   1995
									-----------	-----------
			<S>					<C>		<C>
			Real estate contracts, mortgage notes and 
				other receivable investments purchased 
				through Metropolitan or affiliates		$	12,098,944	$	27,624,227

			Contract acquisition costs charged to the 
				Company on purchased realestate contracts, 
				mortgage notes and other receivable 
				investments, including management under-
				writing fees				531,643		1,177,978
									-----------	-----------
			Total costs of real estate contracts, 
				mortgage notes and other receivable
				investments purchased through Metropolitan		$	12,630,587	$	28,802,205
									===========	===========
			Proceeds on sales of real estate contracts, 
				mortgage notes and other receivable 
				investments to Metropolitan affiliates		$	555,633	$	13,345,563

			Realized net gains on sale of receivables 
				to Metropolitan affiliates				--		206,947

			Commissions capitalized as deferred costs, 
				paid to a Metropolitan affiliate on sale 
				of investment certificates				--		86,491

			Commissions deducted from additional paid-in 
				capital, paid to a Metropolitan affiliate 
				on sale of preferred stock				--		13,249

			Dividends received on Metropolitan's 
				preferred stock investments				200,256		256,991

</TABLE>




Item 9.	Changes in and Disagreements with Accountants on Accounting 
		and Financial Disclosure.

		N/A

	PART III

Item 10.	Directors and Executive Officers of Registrant.

		See "Management" under Item 1.

Item 11.	Executive Compensation.

		See "Executive Compensation" under Item 1.

Item 12.	Security Ownership of Certain Beneficial Owners and 	
		Management.

		See "Principal Shareholders" under Item 1.

Item 13.	Certain Relationships and Related Transactions.

		See "Certain Transactions" under Item 1.



	PART IV

Item 14.    Exhibits, Financial Statement Schedules and Reports on 
Form 8-K.

(a).1. Financial Statements
			Included in Part II, Item 8 of this report:

		Report of Independent Accountants
		Consolidated Balance Sheets at September 30, 1996, and 1995
		Consolidated Statements of Income for the Years Ended
			September 30, 1996, 1995 and 1994.
		Consolidated Statements of Stockholders' Equity for the
			Years Ended September 30, 1996, 1995 and 1994
			Consolidated Statements of Cash Flows for the Years Ended 
	September 30, 1996, 1995 and 1994
		Notes to Consolidated Financial Statements

(a).2. Financial Statements Schedules 

				Included in Part IV of this report:

				Report of Independent Accountants on Financial 
Statement Schedules.

				Schedule II		Valuation and Qualifying Accounts 
							and Reserves
				Schedule IV		Mortgage Loans on Real Estate
				Schedule XV	--	Summary of Investments other than
							Investments in Related Parties
				Schedule XVI	Summary Insurance Information


Other Schedules are omitted because of the absence of 
conditions under which they are required or because 
the required information is given in the financial 
statements or notes thereto.

(a).3. Exhibits 

	3.	Articles of Incorporation of the Company.  (Exhibit 3(a) 
to (Registration No. 33-36775).

	3(b).	Bylaws of the Company.  (Exhibit 3(b) to Registration 
No. 33-36775).


	4(a).	Indenture dated as of November 15, 1990 between Summit 
and West One Bank, Idaho, N.A., Trustee. (Exhibit 4(a) 
to Registration No. 33-36775).

	4(b).	Amendment to Indenture dated as of November 15, 1990 
between Summit and West One Bank, Idaho, N.A., Trustee. 
(Exhibit 4(b) to Registration No. 33-36775).

	*4(c).	Tri-Party Agreement dated as of April 24, 1996 between 
West One Bank, First Trust and Summit, appointing First 
Trust as successor Trustee.

	4(d).	Statement of Rights, Designations and Preferences of 
Variable Rate Cumulative Preferred Stock Series S-1. 
(Exhibit 4.c to Registration No. 33-57619)

	4(e).	Statement of Rights, Designations and Preferences of 
Variable Rate Cumulative Preferred Stock Series S-2.  
(Exhibit 4.c to Registration No. 333-115)

	*4(f).	Statement of Rights, Designations and Preferences of 
Variable Rate Cumulative Preferred Stock Series S-RP.

	10(a).	Receivable Management, Acquisition and Service Agreement 
between Summit Securities, Inc. and Metropolitan 
Mortgage & Securities Co., Inc. dated September 9, 1994.
		(Exhibit 10.(a) to Registration No. 33-57619).

	10(b).	Receivable Management, Acquisition and Service Agreement 
between Old Standard Life Insurance Company and 
Metropolitan Mortgage & Securities Co., Inc. dated 
December 31, 1994. (Exhibit 10(b) to Registration No. 
33-57619).

	*10(c).	Receivable Management, Acquisition and Service Agreement 
between Arizona Life Insurance Company and Metropolitan 
Mortgage & Securities Co., Inc. dated October 10, 1996.

	11.	Statement Re Computation of Earnings Per Common Share. 
(See Financial Statements.)

	*12.	Statement re computation of ratios

	*21.	Subsidiaries of Registrant

	23.	Consent of Experts, See Item 14(a)2. Report of 
Independent Accountants on Finanical Statement 
Schedules.

	*27.	Financial Data Schedule

*Filed herewith

	(d).	Reports on Form 8-K

		No Form 8-K filings were made during the last quarter of 
the period covered by this report.  A Form 8-K was filed 
December 10, 1996 subsequent to the period covered by 
this report which disclosed the sale through a 
securitization of approximately 11.25 million in first 
line residential mortgages, as more fully described in 
such Form 8-K.


REPORT OF INDEPENDENT ACCOUNTANTS

ON FINANCIAL STATEMENT SCHEDULES

The Directors and Stockholder
Summit Securities, Inc.

Our report on the consolidated financial statements of Summit 
Securities, Inc. and subsidiaries is included in Item 8 herein.  In 
connection with our audits of such financial statements, we have also 
audited the related financial statement schedules listed in Item 14 of 
this Form 10-K.

In our opinion, these 1996 financial statement schedules, when 
considered in relation to the basic financial statements taken as a 
whole, present fairly, in all material respects, the information 
required to be included therein.


	/s/ COOPERS & LYBRAND

Coopers & Lybrand


Spokane, Washington
December 6, 199



<PAGE>
SUMMIT SECURITIES, INC. AND SUBSIDIARIES          Schedule II
VALUATION AND QUALIFYING ACCOUNTS
YEARS ENDED SEPTEMBER 30, 1996, 1995, AND 1994

<TABLE>
<CAPTION>

			Additions	Additions	Deductions
	Balance at	from		(Reductions)	and	Balance
	Beginning	Acquisition	Charged to	Accounts		at end of
	of Year		of 		Costs and	Written		Year
			Subsidiaries	Expenses		Off
Description							(Recovery)

<S>	<C>		<C>		<C>		<C>		<C>
Allowances for 
Losses Deducted from
Real Estate Contracts
and Mortgage Notes
Receivable on
Balance Sheet
        1996		$765,130		$     --		$212,600		$ 3,243 	$974,487
        1995	 250,572		310,957		103,950		(99,651)	 765,130 
        1994		96,654		---		103,000		(50,918) 	250,572

Allowances for
Losses Deducted
from Real Estate
Held for Sale on 
Balance Sheet
        1996		$91,139		$    --		$277,482		$161,836	$206,785
        1995	  50,300		11,591		341,431		312,183		91,139
        1994		6,757		---		52,042		8,499		50,300


Allowance for 
Losses on Accounts and
Notes Receivable 
Deducted from
Other Assets on
Balance Sheet
         1996		$  408		$ --		$12,000		$ 2,033		$10,375
         1995		4,055		320		7,200		11,167		408
         1994		---		---		5,500		1,445		4,055

</TABLE>


<PAGE>
<PAGE>												Schedule IV
SUMMIT SECURITIES, INC.
MORTGAGE LOANS ON REAL ESTATE
September 30, 1996
<TABLE>
<CAPTION>

Real estate contracts and mortgage notes ("Receivables") are located throughout the United States. 
Approximately 22% of the face value of Summit's real estate contracts and mortgage notes receivable 
are collateralized by property located in the Pacific Northwest (Washington, Alaska, Idaho, Montana 
and Oregon), approximately 25% by property located in the Pacific Southwest (California, Nevada and 
Arizona), approximately 9% by property located in the Southeast (Florida, Georgia, North Carolina and 
South Carolina) and approximately 15% by property located in the Southwest (Texas, Louisiana and New 
Mexico).  Less than 1% of the contracts are subject to variable interest rates.  Interest rate range 
from 0% to 19% with rate principally (77%) within the range of 8% to 13%.

	Number		Carrying	Delinquent	Number of
	of	Interest	Amount of	Principal 	Delinquent
Description	Receivables	Rates	Receivables	Amount	Receivables
	----------	--------	-----------	----------	-----------
RESIDENTIAL		Principally
<S>	<C>	<C>	<C>	<C>	<C>	<C>
First Mortgage >$75,000	145	8%-11%	$15,930,198	$828,311	7
First Mortgage >$40,000	320	8%-11%	17,166,794	803,473	14
First Mortgage <$40,000	874	8%-11%	16,824,319	1,079,313	45
Second or Lower>$75,000	8	7%-12%	855,475	--	--
Second or Lower>$40,000	44	8%-11%	2,256,793	159,931	3
Second or Lower<$40,000	246	8%-11%	4,940,151	162,486	10

COMMERCIAL
First Mortgage >$75,000	72	8%-11%	10,626,674	95,843	1
First Mortgage >$40,000	42	8%-10%	2,371,163	139,722	2
First Mortgage <$40,000	83	8%-18%	1,110,029	8,389	1
Second or Lower>$75,000	9	8%-11%	819,760	--	--
Second or Lower>$40,000	9	9%-11%	520,949	--	--
Second or Lower<$40,000	17	9%-11%	415,212	38,314	1

FARM, LAND AND OTHER
First Mortgage >$75,000	26	8%-12%	3,577,173	--	--
First Mortgage >$40,000	56	8%-11%	2,946,202	59,218	1
First Mortgage <$40,000	100	8%-11%	2,363,282	--	--
Second or Lower>$75,000	3	7%-12%	416,737	--	--
Second or Lower>$40,000	5	7%-12%	241,564	--	--
Second or Lower<$40,000	13	8%-10%	283,609	--	--

Unrealized discounts, net
of unamortized acquisition
costs, on Receivables
purchased at a discount			(4,733,938)

Accrued Interest Receivable			2,051,094

Allowance for Losses			(974,487)
					-----------	-----------
TOTAL			$80,008,753	$3,375,000
					===========	===========
<FN>
The principal amount of Receivables subject to delinquent principal or interest is defined as being 
in arrears for more than three months. 
</TABLE> 

<TABLE>
<CAPTION>
The contractual maturities of the aggregate amounts of Receivables (face amount) are as follows:

	Residential	Commercial	Farm, Land, other	Total
	Principal	Principal	Principal	Principal
	--------	-------	--------	---------
<S>	<C>        	<C>        	<C>        	<C>         
October 1996 - September 1999	$ 5,120,711	$ 2,156,175	$ 1,987,478	$ 9,264,364
October 1999 - September 2001	4,740,273	3,048,183	2,170,013	9,958,469
October 2001 - September 2003	5,297,759	1,497,998	939,294	7,735,051
October 2003 - September 2006	8,976,772	3,068,355	1,472,159	13,517,286
October 2006 - September 2011	12,348,635	4,287,359	1,829,649	18,465,643
October 2011 - September 2016	7,034,413	793,847	371,051	8,199,311
October 2016 - Thereafter	14,455,167	1,011,870	1,058,923	16,525,960
	-----------	-----------	----------	-----------
	$57,973,730	$15,863,787	$9,828,567	$83,666,084
	===========	===========	==========	===========	
</TABLE>


<PAGE>		Schedule IV Continued
SUMMIT SECURITIES, INC.
MORTGAGE LOANS ON REAL ESTATE
September 30, 1996
<TABLE>
<CAPTION>
		1996	1995		1994	
<S>		<C>		<C>		<C>
Balance at beginning
  of period	$60,117,219	$27,282,991	$19,527,225	
	-----------	----------	----------

Additions during period
New Subsidiary Acquisition	---	32,080,899	---	

New Receivable - Cash	40,100,330	26,130,804	20,177,705	

Loans to facilitate the
  sale of real estate
  held - non cash	1,013,314	959,813	81,800	

Assumption of other debt
  payable in conjunction with
  acquisition of new
  receivables - non cash	26,823	162,597	81,451	

Increase in Accrued Interest	1,005,273	388,167	---	
	---------	---------	---------
Total Additions	42,145,740	59,722,280	20,340,956		
	----------	----------	----------
Deductions During Period

Collections of Principal
  cash	13,874,707	6,567,012	1,829,515

Cost of Receivables Sold	6,711,562	19,578,720	10,221,375

Foreclosures - non cash	1,458,580	1,083,277	272,959

Decrease in Accrued Interest	---	---	107,423

Discount Amortization	---	(544,558)	---

Increase in Allowances
  for Losses	209,357	203,601	153,918
	----------	----------	---------
Total Deductions	22,254,206	26,888,052	12,585,190	
	----------	----------	---------
Balance at  End of Period	$80,008,753	$60,117,219	$27,282,991	
	==========	==========	==========
</TABLE>


<PAGE>
Schedule XV

SUMMIT SECURITIES, INC.
SUMMARY OF INVESTMENTS
OTHER THAN INVESTMENTS IN RELATED PARTIES
September 30, 1996
<TABLE>
<CAPTION>

<S>				<C>			<C>			<C>
Column A			Column B		Column C		Column D
										Amount at Which
				Amortized		Market		Shown on Balance
				Cost			Value			Sheet

TYPE OF INVESTMENTS

FIXED MATURITIES

Investments:
  U.S. Government and
  Government Agencies
    and Authorities	$  5,735,579	$5,624,439	$  5,735,579	
  Corporate Bonds	2,014,499	1,997,755	2,014,499
  Mortgage Backed Bond	269,305	269,305	269,305
	----------	----------	----------
TOTAL FIXED MATURITIES	$  8,019,383	$7,891,499	$  8,019,383
	==========	==========	==========
Real Estate Contracts
   and Mortgage Notes
     Receivable	$ 80,008,753		$ 80,008,753
	==========		==========
Other Investment
   Receivables	$ 11,788,130		$ 11,788,130
	==========		==========

Real Estate Held 
   for Sale	$  1,191,495		$  1,191,495
	==========		==========

Other Assets - 
   Policy Loans	$      9,066		$      9,066
	===========		===========

TOTAL INVESTMENTS	$101,016,827		$101,016,827
	===========		===========
</TABLE>


<PAGE>
SUMMIT SECURITIES, INC. AND SUBSIDIARIES       Schedule XVI
SUMMARY INSURANCE INFORMATION
<TABLE>
<CAPTION>
		Future
		Policy
		Benefits		Other
	Deferred	Losses		Policy
	Policy	Claims		Claims and
	Acquisition	and Loss	Unearned	Benefits
	Cost	Expense	Premiums	Payable
<S>
September 30, 1996
	<C>		<C>		<C>		<C>
Annuities	$3,853,136	$62,439,855	$     --	$      --
	==========	===========	========	=========
September 30, 1995
Annuities	$2,755,523	$49,559,589	$     --	$      --
	==========	===========	========	=========

<CAPTION>
			Benefits	Amortization
			Claims	of Deferred
		Net	Losses and	Policy	Other
  	 	  Premium	Investment	Settlement	Acquisition	Operating
  	  Revenue	Income	Expenses	Costs	Expenses
<S>
September 30, 1996
	<C>		<C>	<C>	<C>		<C>
Annuities	$45,348	$5,163,811	$3,702,324	$84,733	$345,892
	======	=========	=========	=======	========

September 30, 1995
Annuities	$14,179	$1,344,850	$1,034,082	$198,190	$73,715
	=======	==========	==========	========	=======
</TABLE>


	SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange 
Act of 1934, the registrant has duly caused this report to be signed on its 
behalf by the undersigned, thereunto duly authorized.

				SUMMIT SECURITIES, INC.

					/S/ TOM TURNER

				By_______________________________________________
					Tom Turner, President

	Pursuant to the requirements of the Securities Exchange Act of 1934, this 
report has been signed below by the following persons in the capacities and on 
the dates indicated:

Signature	Title	Date


/S/TOM TURNER
		
_________________________	President/Director	January 13, 1997	
Tom Turner	

/S/PHILIP SANDIFUR
		
_________________________	Vice President/Director	January 13, 1997
Philip Sandifur

/S/ GREG GORDON
		January 13, 1997
_________________________	Secretary/Treasurer	
Greg Gordon	Director

/S/ ROBERT POTTER

________________________	Director	January 13, 1997
Robert Potter